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AG 17-096 RETURN TO: PW ADMIN EXT: 2700 ID#: �� n CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ �)l i aj r)r0)CC+3 2. ORIGINATING STAFF PERSON; Chhs*e Mullen EXT: X2723 3. DATE REQ.BY:S-Jun-2019 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 ElCONTRACT AMENDMENT(AG#): AL, t !t El INTERLOCAL it OTHER u wm 4. PROJECT NAME: u S Tairca2p. 5. NAME OF CONTRACTOR: ADDRESS: TELEPHONE: E-MAIL: FAX: SIGNATURE NAME: TITLE: 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# BL,EXP. 12/31/ UBI# ,EXP. 7. TERM: COMMENCEMENT DATE: COMPLETION DATE: 8. TOTAL COMPENSATION:$ (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 RETAINAGE: RETAINAGE AMOUNT: o RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 9. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEW-.D INITIAL/DATE APPROVED �,1 PROJT(T 1x:1' NAGER ME MA, �f❑'DIVISION MANAGER ❑ DEPUTY DIRECTOR ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ALAW DEPT Nkkf r l 10. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑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 ❑ FINANCE DEPARTMENT ❑ LAW DEPT ❑ SIGNATORY(MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# AG# r ❑ SIGNED COPY RETURNED DATE SENT: ❑RETURN ONE ORIGINAL COMMENTS: ExEcur -.°i; "ORIGINALS Mark, Here's the email I sent to 6A reaue-3 ing the info so that we can approve them +ransfemnq the y : IFc+ +o WSP USA. Inc (who thea meroed wi+h)_ Th--;t s s ii Us an aoree-mend- for cl nstead of sending us an Inde rp areement and +hen we woad write a let+er of acceptance_ Does thr Pio shoald sign? Please review and let me know how to proceed. Thanks 112,018 Christine Mullen From: Christine Mullen Sent: Friday,June 21, 2019 10:50 AM To: 'Sacamano, David' Subject: RE: Federal Way- Staircase Insurance David, I heard back from our Legal Department, and the Novation Agreement that you submitted, along with the updated insurance certificate and the new W-9, are acceptable documentation for the City. Per Section 13.2 of the contract between the City of Federal Way and Berger ABAM Inc., this email serves as written consent of the assignment of the Downtown Staircase Project from Berger ABAM Inc to WSP USA Inc.. All terms of the agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Thank you, Ch &WurL&M"V,e4,, P.E. Capital Projects Engineer City of Federal Way Public Works Dept. (253)835-2723 Phone Work Hours:M-F 7:OOAM-3:30PM From: Sacamano, David [inaiito:david.sacamano@wsp.cnm] Sent: Wednesday, May 29, 2019 8:46 AM To: Christine Mullen Subject: Re: Federal Way - Staircase Insurance Thank you. David From: Christine Mullen<Christine.Mt:llen@cityoffederalway.com> Sent:Tuesday, May 28, 2019 1:23 PM To: 'Sacamano, David' Subject: RE: Federal Way-Staircase Insurance External Thank you for sending everything over. I've sent it over to our Legal Department to make sure it satisfies their needs. I'll let you know once I hear back from them if there are any issues or if everything looks good. CYu-&Ww,e,M UUen, P.E. Street Systems Project Engineer City of Federal Way Public Works Dept—Capital Projects Div. (253)835-2723 Phone Work Hours:M-F 7:OOAM-3:30PM From: Sacamano, David [mailto:david.sacamano@wsp.com] Sent: Wednesday, May 22, 2019 11:42 AM 1 To: Christine Mullen Subject: Federal Way - Staircase Insurance Hi Christine- Here is the insurance form for the project.This should satisfy your request, can you please confirm. Thank you. David Sacamano, PLA Senior Project Manager Landscape Architecture/ Urban Design Lead BergerABAM is now WSP. Come imagine with us! Please note the new email address. txsI ) Email: david.sacamano(cDwsp.com Phone:360-823-6117 Cell: 360-903-4654 WSP USA 210 East 13th Street, Suite 300 Vancouver,WA 98660-3231 wsp.com NOTICE:This communication and any attachments("this message")may contain information which is privileged,confidential,proprietary or otherwise subject to restricted disclosure under applicable law This message is for the sole use of the intended recipient(s).Any unauthorized use,disclosure,viewing,copying,alteration,dissemination or distribution of,or reliance on,this message is strictly prohibited If you have received this message in error,or you are not an authorized or intended recipient,please notify the sender immediately by replying to this message,delete this message and all copies from your e-mail system and destroy any printed copies 2 Christine Mullen From: Sacamano, David <david.sacamano@wsp.com> Sent: Tuesday, May 21, 2019 4:00 PM To: Christine Mullen Subject: RE: Merger-Assignment of Projects Attachments: City of Federal Way- Novation Agreement.pdf Categories: DOWNTOWN STAIRCASE Hi Christine- Please find attached the information you requested.We have also initiated the insurance update and you should be receiving updated certificates soon. Please let me know if you have any questions or if you need anything else. Thank you. David Sacamano, PLA Senior Project Manager Landscape Architecture/ Urban Design Lead BergerABAM is now WSP. Come imagine with us! Please note the new email address. Email: david_sacamann@wsp_com Phone:360-823-6117 Cell:360-903-4654 WSP USA 210 East 13th Street, Suite 300 Vancouver,WA 98660-3231 wsp.com From: Christine Mullen <Christine.Mullen cityoffederaiway.com> Sent:Thursday, May 16, 2019 3:52 PM To:Sacamano, David<David.5acamano@abam.com> Subject: RE: Merger-Assignment of Projects External David, I have not received this information yet. Can you please follow up with your contract staff and get this info to us as soon as possible? I don't want this to fall through the cracks. If they can have it to me by the end of the week it would be much appreciated. Thank you, ChW& L1e1M"zze,w, P.E. Street Systems Project Engineer 1 City of Federal Way Public Works Dept-Capital Projects Div. (253)835-2723 Phone Work Hours:M-F 7:OOAM-3:30PM From: Sacamano, David [mailto:David.SacamanoCi_abarn.com] Sent: Thursday, April 11, 2019 1:37 PM To: Christine Mullen; Wojtala, Dan Subject: RE: Merger -Assignment of Projects Hi Christine. I have received your e-mail and have forwarded this to our contract staff to provide the information requested. Thank you. David From: Christine Mullen <Christine.MuHen @city_offederalwa_y.r_om> Sent:Thursday,April 11, 2019 1:25 PM To:Sacamano, David <David.Sacamano@a_bam.com>;Wojtala, Dan <Dan.Wojtala2abam.con > Subject: Merger-Assignment of Projects Externa David/Dan, We received a letter(see attached)from Lee Marsh, President of BergerABAM earlier this week notifying us that BergerABAM Inc.will be merging with WSP USA Inc. and will be operating under the WSP USA Inc. name.The letter noted that the existing contract with the City(for the Downtown Staircase Project)will be assigned to WSP USA Inc. Please note the following language included in Section 13.2 of the existing Professional Services Agreement between BergerABAM and the City for the Downtown Staircase project: "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 or interest in this Agreement based on any provision set forth herein." Prior to the City of Federal Way providing written consent of the assignment by BergerABAM Inc.to WSP USA Inc., the City requires additional information.This information is necessary in order to ensure that all of the rights, obligations, and responsibilities of the original agreement are included in the assignment to WSP USA Inc., that the City has evidence that WSP USA Inc. consents to the unconditional acceptance of the assignment of the agreement,and to allow the City to move forward with setting up WSP USA Inc. as an authorized vendor for the City. Please provide the following: • A copy of the signed, unconditional assignment documentation between BergerABAM Inc. and WSP USA Inc.that specifically identifies the assignment of the Downtown Staircase project agreement; • A W-9 for WSP USA Inc.; and • A current insurance certificate for WSP USA Inc.that lists the City as additional insured and specifically lists the Downtown Staircase project. Once the requested information has been provided and reviewed by our City Legal Department (and deemed acceptable),we will then provide the written consent of assignment as required by our current Professional Services Agreement. Thank you, Cl wi.W",tel M u,llP,w, P.E. Street Systems Project Engineer City of Federal Way Public Works Dept-Capital Projects Div. (253)435- -"r3 P-ones Work Hours:M-F 7:OOAM-3:30PM 2 33301 Ninth Avenue South,Suite 300,Federal Way,Washington 98003-2600 BergerABAM 206/431-2300 • 206/431-2250 Fax • www.abam.com April 5,2019 Ms.Christine J.Mullen City of Federal Way 33325 8th Ave S Federal Way,WA 98003-6325 Subject: Merger of BergerABAM Inc.into WSP USA Inc. Dear Ms. Christine J.Mullen: On December 18,2018,BergerABAM Inc.joined the WSP family of companies. We are now moving forward by uniting under the WSP name. We have become a diversified professional services firm that can take on the most complex assignments across different end markets—transportation,buildings, energy,water and the environment. Importantly,we also have the ability to manage interfaces between those markets with our advisory services and program management expertise. BergerABAM Inc.will reorganize our operations into our parent company,WSP USA Inc.,effective on or about April 26,2019. This reorganization will be accomplished through a merger of BergerABAM Inc., into WSP USA Inc. Consequently,we will be assigning all of our business, including our existing contract with you,to WSP USA Inc. We will also be operating under WSP USA Inc.'s Federal Tax Identification Number(11-1531569). BergerABAM Inc.'s professional liability insurance has also been integrated into WSP's professional liability, effective 12/18/2018, and current insurance certificates reflect this change. Effective May 1,2019,the consolidated WSP USA Inc. entity will provide for cost efficiencies for our BergerABAM clients through reduced combined overhead rates. We want to assure you that while our operations are reorganized,what you rely on remains the same: our staff and leadership;our passion for quality;and our commitment to collaboration and client service. We remain committed to providing the experienced people and technical skills to achieve the goals of your project(s). The WSP USA teams assigned to your organization—including project managers,project staff,and senior management—will not change due to this reorganization, and we remain committed to making the full resources of WSP USA available to ensure your satisfaction with our work. We will continue to operate as we always have with a focus on our core values of integrity,teamwork, excellence, and respect. We are grateful for the trust you have placed in us, and we look forward to maintaining our business relationship with you. Please call me or your BergerABAM client manager with any questions. Sincerely, .ty,A9 Lee Marsh President BergerABAM,Inc. NOVATION AGREEMENT BergerABAM Inc. (Transferor), a corporation duly organized and existing under the laws of the State of Washington with its principal office in Federal Way,WA;WSP USA Inc. (Transferee), a corporation duly organized and existing under the laws of the State of New York with its principal office in New York, NY; and the City of Federal Way (Client) enter into this Agreement as of April 26, 2019. (a) The parties agree to the following facts: (1) Client has entered into certain contracts with the Transferor,namely: the Downtown Staircase Contract. The term"the Contract," as used in this Agreement, means the above contracts and purchase orders and all other contracts and purchase orders, including all modifications, made between Client and the Transferor before the effective date of this Agreement (whether or not performance and payment have been completed and releases executed if Client or the Transferor has any remaining rights, duties, or obligations under these contracts and purchase orders). Included in the term "the Contract" are also all modifications made under the terms and conditions of this Contract and purchase orders between Client and the Transferee, on or after the effective date of this Agreement. (2) As of April 26, 2019, the Transferor has transferred to the Transferee all the assets of the Transferor by virtue of the merger between the Transferor and the Transferee. (3) The Transferee has acquired all the assets of the Transferor by virtue of the above transfer. (4) The Transferee has assumed all obligations and liabilities of the Transferor under the Contract by virtue of the above transfer. (5) The Transferee is in a position to fully perform all obligations that may exist under the Contract. (6) It is consistent with Client's interest to recognize the Transferee as the successor party to the Contract. (7) Evidence of the above transfer has been filed with Client. (b)In consideration of these facts, the parties agree that by this Agreement— (1) The Transferor confirms the transfer to the Transferee, and waives any claims and rights against Client that it now has or may have in the future in connection with the Contract. (2) The Transferee agrees to be bound by and to perform each Contract in accordance with the conditions contained in the Contract. The Transferee also assumes all obligations and liabilities of, and all claims against, the Transferor under the Contract as if the Transferee were the original party to the Contract. Page 1 of 3 (3) The Transferee ratifies all previous actions taken by the Transferor with respect to the Contract, with the same force and effect as if the action had been taken by the Transferee. (4) Client recognizes the Transferee as the Transferor's successor in interest in and to the Contract. The Transferee by this Agreement becomes entitled to all rights, titles, and interests of the Transferor in and to the Contract as if the Transferee were the original party to the Contract. Following the effective date of this Agreement, the term "Contractor," as used in the Contract, shall refer to the Transferee. (5) Except as expressly provided in this Agreement, nothing in it shall be construed as a waiver of any rights of Client against the Transferor. (6) All payments and reimbursements previously made by Client to the Transferor, and all other previous actions taken by Client under the Contract, shall be considered to have discharged those parts of Client's obligations under the Contract. All payments and reimbursements made by Client after the date of this Agreement in the name of or to the Transferor shall have the same force and effect as if made to the Transferee, and shall constitute a complete discharge of Client's obligations under the Contract, to the extent of the amounts paid or reimbursed. (7) The Transferor and the Transferee agree that Client is not obligated to pay or reimburse either of them for, or otherwise give effect to, any costs, taxes, or other expenses, or any related increases, directly or indirectly arising out of or resulting from the transfer or this Agreement, other than those that Client in the absence of this transfer or Agreement would have been obligated to pay or reimburse under the terms of the Contract. (8) The Transferor guarantees payment of all liabilities and the performance of all obligations that the Transferee— (i) Assumes under this Agreement;or (ii)May undertake in the future should these Contracts be modified under their terms and conditions. The Transferor waives notice of, and consents to, any such future modifications. (9) The Contract shall remain in full force and effect, except as modified by this Agreement. Each party has executed this Agreement as of the day and year first above written. CITY OF FEDERAL WAY By Title Page 2 of 3 BERGERABAM INC.(TRANSFEROR) By M. Lee Marsh Title President WSP USA INC. (TRANSFEREE) J4 ji By M. Lee Marsh Title Area Manager and Senior Vice President (See attached Delegation of Authority) Page 3 of 3 � Y L y � AW '�a ,'I^ t�•. -..+c.r 5 �' a4 \, �tiy _ tinl e� Y V�' �f ' �a"�7� CERTIFICATE OF MERGER I,KIM WYMAN,Secretary of State of the State of Washington and custodian of its seal,hereby certify that documents meeting statutory requirements have been filed and processed with the Secretary of State merging the below listed"Merging Entity/Entities"into: WSP USA INC. NEW YORK PROFIT CORPORATION UBI:600 275 529 Effective Date:04/26/2019 Filing Date:04/25/2019 Merging Entities: 601 110 595 BERGERABAM INC.,WA PROFIT CORPORATION T1, Given under my hand and the Seal of the State r• <� : J �`"�_ of Washington at OlyWia,the State Capital fl Kurt Wyman,Secretary of State ayC� 'f Date Issued:04/25/2019 t_ e s Marsh, Lee From: Kelly, Gregory <Greg.Kelly@wsp.com> Sent: Tuesday,April 23, 2019 3:57 PM To: Marsh, Lee Cc: Anita Macaluso;Jassey, Hillary Subject: Merger 9 W ^� External Lee, The merger of BergerABAM Inc., into WSP USA Inc. will occur on April 26th and we will need to sign novation agreements after the merger. I hereby grant delegation of authority to you for the execution of all Novation Agreements, Assignment Agreements and all other necessary documents that may arise due to the merger of BergerABAM Inc., into WSP USA Inc. Thank you Greg Gregory A Kelly, P.E. President and CEO, USA WSP USA Phone: + 1 212 465 5447 Mobile: + 1 917 733 5956 I10I ICF:l his communication and any attachments("this message")may contain information which is privileged,confidential,proprietary or otherwise subject to restricted disclosure under applicable law This message is foi the sole use of the intended recipient(s) Any unauthorized use.disclosure,vcAing,copying, alteration.dissemination or distribution of or reliance on,this message is strictly prohibited If you have received this message in error,or you aic not an 1 a 'E DATE(MMIDD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 5/22/2019 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(les)must have ADDITIONAL INSURED provisions or 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:. AJG Service Team Arthur J. Gallagher Risk Management Services, Inc. P"ONE 212-994-7100 FAX �1 994-7047 250 Park Avenue, 5th Floor {Arc,N.,r.q;. (v�,No} - E-MAIL New York NY 10177 ADDRESS: GGB.WSPUS.CERTRECUES-r$[S-AJG,COM INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:Liberty Insurance Corporation 42404 INSURED WSPGLOB-01 INSURER B:Zurich American Insurance Company 16535 WSP USA Inc 33301 Ninth Avenue South, Suite 300 INSURERC: Federal Way,WA 98003-2600 INSURERD: INSURER E' INSURER F' COVERAGES CERTIFICATE NUMBER:1291977654 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. NTR TYPE OF INSURANCE 'ADDL SUBR POLICY EFF POLICY EXP INSD VlfVD POLICYNUMBER MMIDDIYYYY MMIDDFYYYY LIMITS B X COMMERCIAL GENERAL LIABILITY Y GLO983581906 4/1/2019 4/1/2020 EACH OCCURRENCE $2.000,000 CLAIMS-MADE X 1 OCCUR AMAGETORENTED ---� � PREMISES Ea occurrence $300.000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY 1_$2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $5,000,000 X POLICY❑j�7 F1 LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: — $ . A AUTOMOBILE LIABILITY Y AS7621094060039 4/1/2019 4/1/2020 LUMBINLC!1.ElVGLC1.R,11T $2000,000 Ea X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) S AUTOS ONLY AUTOS HIRED NON-OWNED PHUPEATY OAMAGF $ AUTOS ONLY AUTOS ONLY iPer 6=deno _ $ UMBRELLA LIAB 1 OCCUR EACH OCCURRENCE $ EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DFD 1 RETENTION$ S A WORKERS COMPENSATION WA762D094060019(AOS) 4/1/2019 I 411/2020 X BER STATUTE R - AND EMPLOYERS'LIABILITY YON ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $2,000,000 OFFICER/MEMBEREXCLUDED? NIA (Mandatory in NH) E.L DISEASE-EA EMPLOYEE $2,000,000 If yes,describe under — "-- DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $2.000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) THIRTY(30)DAYS NOTICE OF CANCELLATION. RE:Project Number:WA18.0001.00 I Project Description:21st Avenue S Pedestrian Connection-Grand Staircase Project City of Federal Way Is Included as Additional Insured as respects General Liability and Automobile Liability policies,pursuant to and subject to the policy's terms,definitions,conditions and exclusions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Federal Way 33325 8th Avenue South AUTHORIZED REPRESENTATIVE Federal Way WA 98003-6325 I ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD c DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 5/22/2019 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 have ADDITIONAL INSURED provisions or 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 AJG Service Team Arthur J. Gallagher Risk Management Services, Inc. PHONEFAX 250 Park Avenue, 5th Floor L+�U,Nc Exr) 212-981-2485. WC,No] 212-994 7[x74 E MAIL New York NY 10177 ADDRESS GG-B.WSPUS.CertReot;ests@ajg.com INSURERS AFFORDING COVERAGE. NAIC# INSURERA:QBE Specialty Insurance Company 11515 INSURED WSPGLOB-01 INSURER B WSP USA Inc 33301 Ninth Avenue South, Suite 300 INSURERC: Federal Way,WA 98003-2600 INSURER D INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER:1219171964 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 I ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/DDfYYYY) (MMIDR= LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S DAMAGE TO RENTED CLAIMS-MADE FlOCCUR PREMISES Ea occurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY F—]JECTPRO rI LOC PRODUCTS-COMP/OP AGG S OTHER: $ AUTOMOBILE LIABILITY G�;`ABIVEDSINGLE LIMIT $ ri r;ra-E=nt1 ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED FRUPEIF 1Y DAMAGE $ AUTOS ONLY AUTOS ONLY fP!erm:xfnuvt1 UMBRELLA LIAR HOCCUR EACH OCCURRENCE $ EXCESS LIAR CLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATION PER STATUTE ER E AND EMPLOYERS'LIABILITY Y/N ANYPROPRIETOR/PARTNER/EXECUTIVE E-L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ NIA (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E-L-DISEASE-POLICY LIMIT $ A Professional Liability QPL0022630 11/1/2018 1013112019 Per Claim $1,000,000 claims Made Aggregate $2,000,000 I DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,maybe attached if more space Is required) THIRTY(30)DAYS NOTICE OF CANCELLATION RE:Project Number:WA18.0001.00 1 Project Description:21 st Avenue S Pedestrian Connection-Grand Staircase Project. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Federal Way 33325 8th Avenue South Federal Way WA 98003-6325 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Form Request for Taxpayer Give Form to the (Rev.October 2016) Identification Number and Certification requester.Do not D3p:rrin- al of the Treasury send to the IRS. in:onoi ro.enue servze ►Go to www.Irs.gov1FornrW9 for Instructions and the latest information, 1 1 Name(as shown on your inromt3 lax reljrn)Nagle I:.required on this line:do not leave this line bla-ik WSP USA INC 2 Business name/disregarded entity name,if difrererl fr,.,rrr above 3 Check appropriate box for federal tax classification of the person whose name Is entered on line 1.Check only one of the 4 Exemptions(codes apply only to mfollowing seven boxes. certain entities,not Individuals;see CL Instructions on page 3): c ElIndividualtsole proprietor or ® C Corporation ElS Corporation ElPartnership ElTrust/estate OA single-member LLC Exempt payee code(if any) ai c ao , �• ❑ Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership)► `o Note:Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting �i LLC If the LLC Is classified as a single-member LLC that Is disregarded from the owner unless the owner of the LLC Is another LLC that is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLC that code if any) –- a o is disregarded from the owner should check the appropriate box for the tax classification of its owner. yElother(see instructions)10- (Applies to%=ounramalnlainod ouralde the U.S) CL --- --.— rn 5 Address(number,street,and apt.or suite no.)See instructions. Requester's name and address(optional] U$ ONE PENN PLAZA 6 City,state,and ZIP code NEW YORK, NEW YORK 10119 7—List-ac-count number(s)here(aptinnal) Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on fine 1 to avoid Social security number backup withholding.For individuals,this is generally your social security number(SSN).However,for a resident alien,sale proprietor,or disregarded entity,see the instructions for Part I,later.For other entities,it is your employer identification number(EIN).if you do not have a number,see Now to get a TIN,later. or Note:If the account is In more than one name,see the instructions for line 1.Also see What Name and employor kfentificatlon number Number To Give the Requester for guidelines on whose number to enter. 11-1531569 Certification Under penalties of perjury,I certify that: 1.The number shown on this form is my correct taxpayer Identification number(or I am waiting for a number to be issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup wilhholding,or(b)I have not been notified by the Internal Revenue Service ORS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form Of any)Indicating that I am exempt from FATCA reporting is correct. Certification instructions.You mus:cross out.tem 2 above If you have been notified by the IRS that you are currently subject to backup withholding because you have fa�led to report all interest and d vidends on your lax return.For real estate transacttons,item 2 does not apply.For mortgage interest paid, acquisition o-abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the;rstructions for Part Il,later. Sign Slgn Here U,S.persatureoofn► � `y /� Date►MARCH 21, 2019 General Instructions • Form 1099-DIV(dividends,Including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise • Form 1099-MISC(various types of Income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments • Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to wwwJrs.gov/FormW9. • Form 1099-S(proceeds from real estate transactions) Purpose of Form • Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an • Form 1098(home mortgage interest),1098-E(student loan interest), information return with the IRS must obtain your correct taxpayer 1098-T(tuition) Identification number(TIN)which may be your social security number • Form 1099-C(canceled debt) lndi.1111! ci I l is INr ;- i I l r r [I FIN) .c c 1 r•: • Form 1099-A(acquisition or abandonment of secured property) <171 t;l 't !r.❑tl,. 17W i+„ "Ai II*!}, �n L:7 .� ]LrFII1.1 a l number FP; ,r.i r'On an wf_a nrlsl r,l r.i ,r :,t paid tc rug.,,or f1ic; Use Form W-9 only if you are a U.S.person(including a resident nu;,l I! rvpnrtable on an in(on,i;ir.nrr r_'.rr f :•;-rn=}les of irrfn:matior, alien),to provide your correct TIN. returns Include,but are not limited to,the following. If you do not return Form W 9 tr:the requester with; ?rr•r, might • Form 1099-INT(interest earned or paid) be subject to backup wlthho7 long .gee What is backup ,i,:+h_ ding, later. Form W-9(Rev.10-2019) ISA RETURN TO: PW ADMIN EXT: 2700 ID#: 3 l rl CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS// (�� SW /yam i `,� r 2. ORIGINATING STAFF PERSON: ay--)63 ► 1,Ul\v EXT: `12� 3. DATE REQ.BY: .b V 6*-I 2018 3. TYPE OF DOCUMENT(CHECK ONE): o CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) o PUBLIC WORKS CONTRACT o SMALL OR LIMITED PUBLIC WORKS CONTRACT o PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT o GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG o REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) �� ❑//ORDINANCE o RESOLUTION ) CONTRACT AMENDMENT(AG#):t1-09(D ❑ INTERLOCAL o OTHER A m1 m r-I V) 4. PROJECT NAME:21 AV 2 5 Pede� s- r i&" Con nec-liu)�n -CAra►�d 5. NAME OF CONTRACTOR: ie� P B AV ADDRESS: 'J3 1 �I'N S St,11�e 3cO F'PCkev0-1 L.091WA, agt'3 TELEPHONE: E-MAIL: �J FAX: SIGNATURE NAME: DO)4\d SaC`.a rnG.r\O TITLE: 6. EXHIBITS AND ATTACHMENTS:o SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE# BL,EXP. 12/31/ UBI# ,EXP. / / 7. TERM: COMMENCEMENT DATE: upo r-\ -U \c Y COMPLETION DATE: 12-1 CJI , 2_0 19 (c o c han�( ) *2-11 "1V'�p2-to.00 &,(0,52 4.00 $2-1S,25o.60 U 8. TOTAL COMPENSATION:$, I(ClA,g F Cp#'j crGV- --1bk-a_k (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOULY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑YES 31NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑YES £/NO IF YES,$ PAID BY: o CONTRACTOR ❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT)OR ❑RETAINAGE BOND PROVIDED o PURCHASING: PLEASE CI-ARGE TO: (9 l<}-4 0,0 2-01 - rJ 9 5- - 4 Y t 9. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED stj(PROJECT MANAGER k\-k-2018 DIVISION MANAGER I (/ -y DEPUTY DIRECTOR / DIRECTOR y � ` 1 I MI2, RISK MANAGEMENT (IF APPLICABLE) XLAW DEPT 10. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING Y p_�� • fI_/_ 1 g DATE REC'D: �I(�J�g ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: � l� nly�J l �Q� o ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS ❑ 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 EES-IIGNED ,=Iwr4 4C,• gtE..PfkR tvrEI I �LJ} LAW DEPT B I VI 181 \-<' SIGNATORY(MAYO DR DIRECTOR) CITY CLERK IIAL I O -t ASSIGNED AG# AG# `i.ORG C SIGNED COPY RETURNED DATE SENT: 11.1GAIS TURN ONE ORIGINAL l^" COMMENTS: EXECUTE"..2-"ORIGINALS 1/2018 CITY OF CITY HAL. South �... Federal Way 30325 3th Avenue rederai V\Jay, �';+,A 9800380t]3-o325 *> ' 2534333-7000 't 4 -,r,lite )11,1‘ AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT FOR 2e AVE S PEDESTRIAN CONNECTION —GRAND STAIRCASE PROJECT This Amendment (``Amendment No. 3") is made between the City of Federal Way, a Washington municipal corporation ("City"), and BergerABAM, Inc. a Washington corporation ("Contractor"). The City and Contractor (together"Parties"), for valuable consideration and by mutual consent of the Parties,agree to amend the original Agreement for 21S1 Ave S Pedestrian Connection— Grand Staircase Project ("Agreement") dated effective May 26, 2017, as amended by Amendment No. 1 and Amendment No. 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, in addition to the Services and terms required under the original Agreement and any prior amendments thereto, those additional services described in Exhibit A- 2 attached hereto and incorporated by this reference("Additional Services"). 2. AMENDED COMPENSATION. The amount of compensation, as reference 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-2, 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. 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 - 3/2017 CITY OF CITY HALL 16,441:444_,••... FederalWay ede8th .WA 98003-6325 Federal W Wayy,WA 98003-6325 (253)835-7000 www.crtyoffederalway.cora IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: By: -jiLectL2 M .�.� Jim Ferrell, Mayor St a ie Courtney, CMC 'ty Clerk DATE: ll 1141 I t% APPROVED AS TO 0 : J. Ryan Call, City Attorney BERGERABAM, INC.: By: � Printed Name: r1 f I1 vtAz Title: Pe4'WP I4T Date: (I /b STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day personally appeared before me I'1. LuQ M� h , to me known to be the Pips/d e J- ofeicA-(0444�-yvl that executed the foregoing g instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses andP �u oses therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this Pi day of AM Ven1be/K gom«v4 Notary's signature e4 Notary's printed name S1 I ay Notary ublic in and for the State of Washington. t1OTARY ,, My commission expires Or-d-1-010 � , ..►..rte (•,,� PUBLIC o It ,� o8 21 11I OFS�`\WA �r A AMENDMENT - 2 - 3/2017 CITY OF CITY HALL 33325 8th Avenue South y Federal Way,WA 98003-6325 ' ,,,,.�/ Federal (253)835-7000 www.crtyotfederatway corn EXHIBIT A-2 ADDITIONAL SERVICES The Contractor shall do or provide the following in addition to Services described in previous Exhibits: Task 8: Bid Document Revisions BergerABAM will remove the proposed extension of a Lakehaven Water and Sewer District(Lakehaven)water main and a relocated fire hydrant from the bid documents in accordance with the task list and associated redline markup of the requested revisions provided by the City and listed below. As noted in the City's April 3,2018 email,Fire Marshal Gordon Goodsell of South King Fire and Rescue authorized the removal of the proposed hydrant at the southeast corner of the Performing Arts and Events Center. The City provided the following redline markups of requested changes: ❑ All plan sheets need to be updated with the following revisions in the title block: — Add Revision No. 1 —"Rebid"to the revision block. — The project name should be updated to"DOWNTOWN STAIRCASE." — The date should be updated. — The page numbers will need to be updated due to the deletion of a water sheet. ❑ Make the red-line edits previously provided by the City. ❑ The City will make the necessary revisions to the specs and contract docs and then email them to BergerABAM to be reviewed and stamped by a Professional Engineer. BergerABAM reviewed the project plan set and identified the following additional revisions necessary to make the plan set consistent: ❑ C1.01 -Revise Keynote 19. ❑ C1.02 -Revise Keynote 21. ❑ C1.04-Revise Pavement Hatching due to water connection changes, including fittings at connection to existing water main. Show revised water main connections. ❑ C1.05 -Delete water main from background. ❑ C1.06-Delete water main from background and show revised pavement cuts for revised water main connection to existing main. Show revised fittings on existing water main. ❑ C1.07 -Delete water main from background. ❑ C1.08 -Delete water main from background. Show revised pavement cuts for revised water main connection to existing main. Revise spot elevations data at the revised pavement cuts. ❑ C1.09 -Delete water main crossings line work and callouts from drainage profile. ❑ L1.03 -Delete water main from background. ❑ L1.04 -Delete water main from background. ❑ L1.05 - Delete water main from background. ❑ L1.06- Delete water main from background. Assumptions ❑ The City will coordinate and obtain approval and required signatures from Lakehaven for the proposed revisions to their water main. ❑ Lakehaven will confirm that the revised design is acceptable. BergerABAM will make one round of revisions to the utility plan based on Lakehaven comments. ❑ The City will be responsible for changes to the specifications and bid documents. ❑ The City will lead the bidding process. Deliverables ❑ Updated construction plans in PDF format. Task 9: On-Call Construction Support BergerABAM will provide on-call construction support services on an hourly basis up to the amount stipulated below. No work will be performed or billed unless a written work order is provided by the City of Federal Way. Assumptions ❑ The City will lead construction management and administration of the construction contract. ❑ BergerABAM assumes a six month construction schedule with all work complete by August 2019. AMENDMENT - 3 - 3/2017 CITY OF CITY HALL 4414116. 33325 8th Avenue South r; , Federal ay Federal Way,WA 98003-6325 (253) 835-7000 www.cftyoffederalway.com EXHIBIT B-2 ADDITIONAL COMPENSATION 1. Total Compensation: In return for the Services,the City shall pay the Contractor an amount not to exceed Six Thousand, Five Hundred Twenty-Four and 00/100 Dollars ($6,524.00). 2. Method of Compensation Fixed Fee In consideration of the Contractor performing the Services,the City agrees to pay the Contractor a fixed fee amount, as shown below: Task 8 $4,024.00 Hourly In consideration of the Contractor performing the Services following a written work order by the City,the City agrees to pay the Contractor at their established WSDOT approved hourly rates,not to exceed the amount, as shown below: Task 9 $2,500.00 Original Contract&Prior Amendments $271,726.00 Amendment#3 $ 6,524.00 Revised Contract Amount $278,250.00 AMENDMENT - 4 - 3/2017 RETURN TO: PW ADMIN EXT: 2700 ID#: � � CSI CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ 2. ORIGINATING STAFF PERSON: a1' l S 1\ 1e Muller-1 EXT: )( Z-)2 3 3. DATE REQ.BY: -7/24/201 1 3. TYPE OF DOCUMENT(CHECK ONE): ASA?! ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) o PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT o PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT o GOODS AND SERVICE AGREEMENT o HUMAN SERVICES/CDBG o REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G BOND RELATED DOCUMENTS) o ORDINANCE ❑ RESOLUTION CONTRACT AMENDMENT(AG#): li'09(c ❑ INTERLOCAL o OTHER " 4. PROJECT NAME: 21 A\1ee S ?ed -\1'ian C..Dr1neri-inn-Grand Staircase 5. NAME OF CONTRACTOR: 3Ci1r%),"A3Pt \ ADDRESS: 33301 54+1AVG SU l-4e, 300 Fede Ya l c va 11WW A TELEPHONE:(ZOW 14 3l -2300 E-MAIL: day i C1.5ac0. YIO-A0 °e Oj Y"•COM 58003 FAX: C2D()Li 3I-2250 SIGNATURE NAME: Lee Marsh TITLE: 'pYe.SICdenk. 6. EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN 0 REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE# BL,EXP.12/31/ UBI# ,EXP. / / no 7. TERM: COMMENCEMENT DATE: 5I 2(.0519- COMPLLETION DATE: 12/31/20lC1 / (.1>/ -W' 8. TOTAL COMPENSATION:$27 (I-]2Co no 2h T► 11SOLID�ld1114(INCL EEXPENSES AND SALES TAX,IFANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH- CHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: (YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ 1 iCt4.3 IS SALES TAX OWED: ❑YES ,{✓i NO IF YES,$ PAID BY: o CONTRACTOR 0 CITY RETAINAGE: RETAINAGE AMOUNT: 30U-4400-2-01-❑RETAINAGE AGREEMENT(SEE CONTRACT)OR c RETAINAGE BOND PROVIDED 'PURCHASING: PLEASE CHARGE TO: 59 5- 3t)-41� 9. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED PROJECT MANAGER "7/2_0/1 Qj DIVISION MANAGER DEPUTY DIRECTOR 4,/ "Lc,' -1.1,3118 RIAN o RISK SK MANAGEMENT (IF APPLICABLE) )/1 LAW DEPT -14)-4 10. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING V Y o SENT TO VENDOR/CONTRACTOR DATE SENT: 7-a L/[ 8 DATE REC'D: g"(2-ip o ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS o 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 uu rnncc9EPARTM NT -� LAW DEPT s (s 201 , SIGNATORYIAYOR DIRECTOR) QC CITY CLERK7�7/�&; ASSIGNED AG# AG# 11�rNl /, Cik SIGNED COPY RETURNED DATE SENT: ikJN 'IIi"' RETURN ONE ORIGINAL COMMENTS: EXECUTE"2. "ORIGINALS lir/r 1 t i 1 L , o j vhS. (/JnNike i\ti kg, 1/2018 CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way.WA 98003-6325 (253) 835-7000 www cityofedelalway corn AMENDMENT NO.2 TO PROFESSIONAL SERVICES AGREEMENT FOR 21St AVE S PEDESTRIAN CONNECTION—GRAND STAIRCASE PROJECT. This Amendment ("Amendment No. 2") is made between the City of Federal Way, a Washington municipal corporation ("City"), and BergerABAM, Inc. a Washington corporation ("Contractor"). The City and Contractor (together"Parties"), for valuable consideration and by mutual consent of the Parties,agree to amend the original Agreement for 21St Ave S Pedestrian Connection—Grand Staircase Project ("Agreement") dated effective May 26,2017, 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 December 31,2019. 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments,as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 3/2017 ilk CITY OF CITY HALL ,� ... Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253)835-7000 www ciryoffederalway corn IN WITNESS,the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: By: J e .-11 Mayor anie CourtneYCMC, Clerk Y p > y DATE: < APPROVED TO FORM: Fytz. Q0 6- J. Ryan Call,City Attorney BERGERABAM, INC.: By'TV,c ,, Printed Name: Helen Devery Title: Vice President Date: 30 July 2018 STATE OF WASHINGTON ) )ss. COUNTY OF Clark ) On this day personally appeared before me Helen Devery , to me known to be the Vice President of BergerABAM Inc. that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 30th day of Jules 2018. Notary's signat r��' i 'Or • Notary's printed name •berlee J 'ierce _ Notary • • . c in and for the State of Washington. My commission expires 3/9/2021 AMENDMENT - 2 - 3/2017 RETURN TO: PW ADMIN EXT: 2700 ID #: 3a CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / 5T R 2. ORIGINATING STAFF PERSON: 6S L4 a. i 6h. EXT: Z 1 3 3. DATE REQ. BY: ASAI 3. TYPE OF DOCUMENT (CHECK ONE): o CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT o MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT o REAL ESTATE DOCUMENT o ORDINANCE CONTRACT AMENDMENT (AG#): \j -Cc( 6 o OTHER o HUMAN SERVICES / CDBG o SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION ❑ INTERLOCAL 4. PROJECT NAME: Z lsr� ltd - S �etCStC� u(N Lot\npc-t ion (iran& Sl•�.. r 1C.cese- 5. NAME OF CONTRACTOR: %deC11•bo. +NX ADDRESS: 33.3tA QGh Ave- S) St, itc.. cCX T-Cci(ltk Wal 4-4 '18003 TELEPHONE: Z.o%- 43 t -7-300 E-MAIL: ekav:dl.• 5 .,c.e..re1/4e.vLo 4:1 lollop. es -\,c co+h FAX: 2()6 - c/31 - Z.tS13 � SIGNATURE NAME: (_ M.e..c>It x ��//ll,�� �,,,,TITLE: Iar Sisk.) �4 6. EXHIBITS AND ATTACHMENTS: SCOPE, WORK OR SERVICES C COMPENSATION la INSURANCE�REQ IREMENTS/CERTIFICATE 0 ALL OTHER REFERENCED EXHIBITS PROOF OF AUTHORITY TO SIGN 0 REQUIRED LICENSES 0 PRIOR CONTRACT/AMENDMENTS CFWLICENSE #00- (OI 5(50 BL, EXP. 12/31/ M UBI# b0 1 (10 3'cI S ,EXP. 1 /3°/t 7. TERM: COMMENCEMENT DATE: S/Z. 0/13- .. COMPLETION DATE: t I 1 ($ 8. TOTAL COMPENSATION: $ Z. 6 G, 3106 +-3360 = Z. 11 i Z.6 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: p'i'ES 0 NO IF YES, MAXIMUM DOLLAR AMOUNT: $ J 41 'II IS SALES TAX OWED: 0 YES gd4O IF YES, $ PAID BY: 0 CONTRACTOR 0 CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED PURCHASING: PLEASE CHARGE TO: 3 06 - y'4 0 0 - 2 0 \ - .5 ct = -30 - N I 1 9. DOCUMENT / CONTRACT REVIEW 19DEPUTY DIRECTOR lDIRECTOR RISK MANAGEMENT (IF APPLICABLE) r LAW DEPT INITIAL / DATE REVIEWED INITIAL / DATE APPROVED x/10/he ►site 10. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: ] COUNCIL APPROVAL DATE:�/� C� 11. CONTRACT SIGNATURE ROUTING I / L'1 n I t (�_Q i !� 1 1 lJ�l� 11 [� SENT TO VENDOR/CONTRACTOR DATE SENT: { lV lj "I 1 IYLI DATE REC'D• {) ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS )<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 r, r.- Nit LAW DEPT 'R SIGNATORY (MAYOR -BFREF,ToR) CITY CLERK '$ ASSIGNED AG # 114 SIGNED COPY RETURNED RETURN ONE ORIGINAL COMMENTS: EXECUTE '" ORIGINALS _ AI \ o 41�.0 cr. O f. c�ina� Cprltj'Ct��. l I i, . cOl CIAtkirrrna � 4/2017 tl OA- (?riS cod CITY OF '�._. Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003-6325 (253) 835-7000 www.atyofedeaNway corn AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT FOR 21St AVE S PEDESTRIAN CONNECTION — GRAND STAIRCASE PROJECT This Amendment ("Amendment No. 1") is made between the City of Federal Way, a Washington municipal corporation ("City"), and BergerABAM a Washington corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for 21st Ave S Pedestrian Connection — Grand Staircase Project ("Agreement") dated effective May 26, 2017, 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(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. 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 3/2017 CIT '.... FY OFederal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cilyoffederalway corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: DATE: S /'' BERGERABAM: Printed Name: Helen Devery Title: Vice President Date: 31 January 2018 STATE OF WASHINGTON ) ) ss. COUNTY OF Clark 1 ATTEST: Wit allAt. h. nie Courtney, CMC, Ci}+j lerk APPROVED AS TO F • RM: /�/, j J. Ryan Call, City Attorney On this day personally appeared before me Helen Devery , to me known to be the Vice President of BergerABAM that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 31st day of Januar 2018. Notary's signature Notary's printed name ;,, Notary Pub c-i�fand for the State of Washington. \\-q.�`l E"�.p/F�. Mycommission expires 9 March 2021 • sl •'%SION Aj9•9�G� P '`'NOTARYfa_* '` PUBLIC 1 El 9..2p`1 AMENDMENT - 2 - 3/2017 CITY OF `.. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com EXHIBIT A-1 ADDITIONAL SERVICES The Contractor shall do or provide the following in addition to Services in previous Exhibits: Task 1: Electrical Engineering BergerABAM will prepare plans and specifications for a bid alternative for additional lighting for the 21st Avenue S Pedestrian Connection — Grand Staircase project. The alternative lighting layout will feature linear LED stair lighting. Assumptions • The lighting plans will be based on the approved staircase design • Draft plans will be submitted for City review • Construction services are excluded Deliverables • Draft and final 100 percent plans will be provided in electronic format • Final 100 percent specifications will be provided in electronic format AMENDMENT 3 3/2017 CITY OF ,�.. Federal Way EXHIBIT B-1 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cilyofederaiway com 1. Total Compensation: In return for the Additional Services, the City shall pay the Contractor an additional amount not to exceed Three Thousand Three Hundred Sixty and 00/100 Dollars ($3,360.00). 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 Hundred Seventy -One Thousand Seven Hundred Twenty -Six and 00/100 Dollars ($271,726.00). 2. Method of Compensation: Fixed Rate In consideration of the Contractor performing the Services, the City agrees to pay the Contractor a fixed fee amount, as shown below: Original Contract: $266,423 Original Reimbursable: $1,943 Amendment 1: $3.360 Total Cost: $271,726 AMENDMENT 4 3/2017 A� DT CERTIFICATE OF LIABILITY INSURANCE 6/1/2018 TE DA/12/2DO/YYYY) 1/12/2018 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 have ADDITIONAL INSURED provisions or 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 Lockton Companies 444 W. 47th Street, Suite 900 Kansas City MO 64112-1906 (816)960-9000' CONTACT PHONE I _FAX tatl: No}t L1� ��,�Ata E YMt. INSURER(S) AFFORDING COVERAGE NAIC N INSURER A : LgXi gton Ii1,uri ,nc Cpmpai1y 19437 INSURED IEDR ENGINEERING, INC. 1429676 8404 INDIAN HILLS DRIVE OMAHA, NE 68114-4049 . INSURERS:. INSURER C : DAMAGE To WM- S tee INSURER D : INSURER E : MED EXP (Any one person) INSURER F : COVERAGES *HDRINOI CERTIFICATE NUMBER: REVISION NUMBER: XXXXXXX THIS INDICATED. CERTIFICATE EXCLUSIONS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN AODL Cat TYPE OF INSURANCE IN8D yWD POLICY NUMBER ISSUED TO CONTRACT THE POLICIES REDUCED BY POLICY EFF JMWDDIYYYYI, THE INSURED OR OTHER DESCRIBED PAID CLAIMS. POUCY EXP JMBDDIYYYY) NAMED ABOVE FOR THE POLICY PERIOD DOCUMENT WITH RESPECT TO WHICH THIS HEREIN IS SUBJECT TO ALL THE TERMS, UNITS INSR LTR COMMERCIAL GENERAL LIABILITY NOT APPLICABLE OCCUR EACH OCCURRENCE $ XXXXXXX CLAIMS -MADE DAMAGE To WM- S tee $ XXXXXXX MED EXP (Any one person) $ XXXXXXX PERSONAL 8 ADV INJURY $ XXXXXXX GE 'L AGGREGATE LIMIT APPLIES PER: POLICY , CT LOC OTHER: GENERAL AGGREGATE $ XXXXXXX PRODUCTS - COMP/OP AGG $ XXXXXXX $ AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOSAUTOS H REDONLY AUTOS ONLY _ NOT APPLICABLE SCHEDULED NON -OWNED AUTOS ONLY UNIT (COMBINED SINGLE FR 1 $ XXXXXXX BODILY INJURY (Per person) $ MO00(J( BODILY INJURY (Per accident) $ XXXXX PROPERTY DAMAGE (Per aCcidenU $ XXXXXXX $ XXXXXXX UMBRELLA LIAR EXCESS LIAR OCCUR NOT APPLICABLE CLAIMS -MADE EACH OCCURRENCE $ XXXXXXX AGGREGATE $ XXXXXXX DED RETENTION$ $ XXXXXXX WORKERS COMPENSATION NOT APPLICABLE AND EMPLOYERS' LIABILITY Y/ N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N / A (Mandatory in NH) If yee describe under DESCRIPTION OF OPERATIONS below PER ER E,L EACH ACCIDENT $ XXXXXXX EL. DISEASE - EA EMPLOYE $ XXXXXXX EA, DISEASE - POLICY LIMIT $ XXXXXXX A ARCH & ENG N N 061853691 PROFESSIONAL LIABILITY 6/1/2017 6/1/2018 PER CLAIM: $1,000,000 AGGREGATE: $2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached it more space is required) PROJECT# 10023893 - FEDERAL WAY PACC CM SERVICES. 20(8 AMENDMENT TO SERVICES CERTIFICATE HOLDER CANCELLATION 15146719 CITY OF FEDERAL WAY ATTENTION: EJ WALSH 33325 8TH AVE S FEDERAL WAY WA 98003 ACORD 25 (2016103) 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 REPRESENTAT ©1988 2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Page 1 of 2 ® � Q A lV�'f/R CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 01/11/2018 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 have ADDITIONAL INSURED provisions or 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 Willis of Minnesota, Inc. c/o 26 Century Blvd P.O. Box 305191 Nashville, TN 372305191 USA CONTACT NAME: PHONEFAX 1-888-467-2378 IAIC.No. E g 1-877-945-7378 (per No):AIL ADADDDRERE SS: certificates@willis.com INSURER(S)AFFORDINGCOVERAGE MACS INSURERA: Liberty Mutual Fire Insurance Company 23035 INSURED HDR Engineering, Inc. 8404 Indian Hills Drive Omaha, NE 68114 INSURERS: Liberty Mutual Insurance Company 23043 INSURER C: INSURER D: $ 2,000,000 INSURER E: INSURER F : CERTIFICATE NUMBER: w5097463 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 INSD SUBR WVD POLICY NUMBER POUCY EFF (MM/DDIYYYY) POUCY EXP (MMIDDIYYYY) umma X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 AMAGE TO RENTED PREM SES (Ea occurrence) $ 1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $ 10,000 A X Contractual Liability y Y TB2-641-444950-037 06/01/2017 06/01/2018 PERSONAL BADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE POLICY OTHER: X LIMIT APPLIES 74 X PER: LOC PRODUCTS-COMP/OPAGG $ 4,000,000 $ B AUTOMOBILE X LIABILITY ANY AUTO AWNED AUTOS ONLY HIRED AUTOS ONLY — _ SCHEDULED AUTOS NON -OWNED AUTOS ONLY COMBINED SINGLE LIMIT (Ea accident) $ 2,000,000 BODILY INJURY (Per person) $ Y Y AS2-641-444950-047 06/01/2017 06/01/2018 BODILY INJURY Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B X UMBRELLA UAB EXCESS UAB X OCCUR CLAIMS -MADE EACH OCCURRENCE $ 5,000,000 Y Y TH7-641-444950-067 06/01/2017 06/01/2018 AGGREGATE $ 5,000,000 $ DED RETENTION $ B WORKERS COMPENSATION LI AND EMPLOYERS' ABILITY ANYPROPRIETOR/PARTNERIEXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below YIN NO XOTH- STATUTE ER T E.L. EACH ACCIDENT $ 1,000,000 NIA WA7-64D-444950-017 06/01/2017 06/01/2018 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT 1,000,000 $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Project# 10023893 - Federal Way PACC CM Services. 2018 Amendment to Services Certificate Holder is named as Additional Insured on General Liability, Automobile Liability and Umbrella/Excess Liability on a Primary, Non-contributory basis where required by written contract. Waiver of Subrogation applies on General Liability, Automobile Liability, Umbrella/Excess Liability and Workers Compensation where required by written CERTIFICATE HOLDER CANCELLATION City of Federal Way Attn: EJ Walsh 33325 8th Ave S 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 ,_F L7 9. "! r'e,"/— ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SR ID 15529109 BATCH 567993 ACORD® AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY Willis of Minnesota, Inc. NAMED INSURED HDR Engineering, Inc. 8404 Indian Hills Drive Omaha, NE 68114 POLICY NUMBER See Page 1 CARRIER See Page 1 NAIC CODE See Page 1 EFFECTIVE DATE: See Page 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM ISA SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance contract. Umbrella/Excess policy is Follows Form over General Liability, Auto Liability and Employers Liability. Employers Liability for the Monopolistic States of ND, OH, WA & WY is provided in the Workers Compensation policy. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SR ID: 15529109 HATCH: 557993 CERT: W5097463 Policy Number: TB2-641-444950-037 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED LOCATION(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Location(s): All locations owned by or rented to the Named Insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legally obligated to pay as damages caused by 'occur- rences" under Section 1— Coverage A, and for all medical expenses caused by accidents under Section 1 — Coverage C, which can be attributed only to operations at a single designated "loca- tion" shown in the Schedule above: 1. A separate Designated Location General Aggregate Limit applies to each designated "location", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated Location General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damag- es because of "bodily injury" or "property damage" included in the "products -completed operations hazard", and for medical expenses under Coverage C regardless of the number of: a. Insureds; CG 25 04 05 09 b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Loca- tion General Aggregate Limit for that desig- nated "location". Such payments shall not re- duce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Location General Aggre- gate Limit for any other designated "location" shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Decla- rations, such limits will be subject to the appli- cable Designated Location General Aggre- gate Limit. © Insurance Services Office, Inc., 2008 Page 1 of 2 B. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section 1— Coverage A, and for all medical expenses caused by accidents under Section 1 — Coverage C, which cannot be at- tributed only to operations at a single designated "location" shown in the Schedule above: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products -completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Location General Aggregate Limit. Page 2 of 2 C. When coverage for liability arising out of the "products -completed operations hazard" is pro- vided, any payments for damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Location Gen- eral Aggregate Limit. D. For the purposes of this endorsement, the Defi- nitions Section is amended by the addition of the following definition: "Location" means 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. E. The provisions of Section 111 — Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. © Insurance Services Office, Inc., 2008 CG 25 04 05 09 Policy Number: TB2-641-444950-037 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): All construction projects not located at premises owned, leased or rented by a Named Insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section 1— Coverage A, and for all medical expenses caused by accidents under Section 1 — Coverage C, which can be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. A separate Designated Construction Project General Aggregate Limit applies to each des- ignated construction project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, ex- cept damages because of "bodily injury" or "property damage" included in the "products - completed operations hazard", and for medi- cal expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". CG 25 03 05 09 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Con- struction Project General Aggregate Limit for that designated construction project. Such payments shall not reduce the General Ag- gregate Limit shown in the Declarations nor shall they reduce any other Designated Con- struction Project General Aggregate Limit for any other designated construction project shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Decla- rations, such limits will be subject to the appli- cable Designated Construction Project Gen- eral Aggregate Limit. © Insurance Services Office, Inc., 2008 Page 1 of 2 0 B. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section 1— Coverage A, and for all medical expenses caused by accidents under Section 1 — Coverage C, which cannot be at- tributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products -completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Construction Project General Aggre- gate Limit. Page 2 of 2 C. When coverage for liability arising out of the "products -completed operations hazard" is pro- vided, any payments for damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Construction Project General Aggregate Limit. D. If the applicable designated construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contract- ing parties deviate from plans, blueprints, de- signs, specifications or timetables, the project will still be deemed to be the same construction pro- ject. E. The provisions of Section 111 — Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. © Insurance Services Office, Inc., 2008 CG 25 03 05 09 POLICY NUMBER: TB2-641-444950-037 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: CG 20 10 04 13 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © ISO Properties, Inc., 2012 Page 1 of 2 0 SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Any person or organization with whom you have agreed, through written contract, agreement or permit to provide additional insured coverage. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. CG 20 10 04 13 © Insurance Services Office, Inc., 2012 Page 2 of 2 POLICY NUMBER: TB2-641-444950-037 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization to whom or to which you are required to provide additional insured status in a written contract, agreement or permit except where such contract or agreement is prohibited. Any location where you have agreed, through written, contract, agreement or permit, to provide additional insured coverage for completed operations. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services Office, Inc., 2012 Page 1 of 1 Policy Number TB2-641-444950-037 Issued by THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHER INSURANCE AMENDMENT — SCHEDULED ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART Schedule Person or Organization: Where required by written contract. If you are obligated under a written agreement to provide liability insurance on a primary, excess, contingent, or any other basis for any person or organization shown in the Schedule of this endorsement that qualifies as an additional insured on this policy, this policy will apply solely on the basis required by such written agreement and Paragraph 4. Other Insurance of Section IV - Conditions will not apply. If the applicable written agreement does not specify on what basis the liability insurance will apply, the provisions of Paragraph 4. Other Insurance of Section IV - Conditions will govern. However, this insurance is excess over any other insurance available to the additional insured for which it is also covered as an additional insured by attachment of an endorsement to another policy providing coverage for the same "occurrence", claim or "suit'. LC 24 20 02 13 © 2013 Liberty Mutual Insurance. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. POLICY NUMBER: AS2-641-444950-047 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name Of Person(s) Or Organization(s): As required by written contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 Policy Number: AS2-641-444950-047 Issued by: Liberty Mutual Fire Insurance Co. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED - NONCONTRIBUTING This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIERS COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage form. Schedule Name of Person(s) or Organizations(s): Any person or organization where the Named Insured has agreed by written contract to include such person or organization Regarding Designated Contract or Project: Any Each person or organization shown in the Schedule of this endorsement is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. The following is added to the Other Insurance Condition: If you have agreed in a written agreement that this policy will be primary and without right of contribution from any insurance in force for an Additional Insured for liability arising out of your operations, and the agreement was executed prior to the "bodily injury" or "property damage", then this insurance will be primary and we will not seek contribution from such insurance. AC 84 23 08 11 © 2010, Liberty Mutual Group of Companies. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 POLICY NUMBER: TB2-641-444950-037 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: As required by written contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 POLICY NUMBER: AS2-641-444950-047 COMMERCIAL AUTO CA 04 44 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SCHEDULE Name(s) Of Person(s) Or Organization(s): Any person or organization for whom you perform work under a written contract of the contract requires you to obtain this agreement from us but only if the contract is executed prior to the injury or damage occurring. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the 'loss" under a contract with that person or organization. CA04441013 © Insurance Services Office, Inc., 2011 Page 1 of 1 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Where required by contract or written agreement prior to loss. Issued by: For attachment to Policy No WA7-64D-444950-017 Issued to: WC 00 03 13 Ed. 4/1/1984 Effective Date 6/01/2017 Premium © 1983 National Council on Compensation Insurance, Inc. Page 1 of 1 Policy Number TB2-641-444950-037 Issued by THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY — UMBRELLA COVERAGE FORM Schedule Name of Other Person(s) / Organization(s): Email Address or mailing address: Number Days Notice: Per Schedule on File with Broker 30 Days A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 01 05 11 © 2011 Liberty Mutual Group of Companies. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 Policy Number AS2-641-444950-047 Issued by THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY — UMBRELLA COVERAGE FORM Schedule Name of Other Person(s) / Organization(s): Email Address or mailing address: Number Days Notice: Per Schedule on File with Broker 30 Days A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 01 05 11 © 2011 Liberty Mutual Group of Companies. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 20 74 (Ed. 12-16) NOTICE OF CANCELLATION TO THIRD PARTIES A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule below by email as soon as practical after notifying the first Named Insured. B. This advance email notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. SCHEDULE Name of Other Person(s) / Organization(s): Per Schedule on file with Company 30 Days All other terms and conditions of this policy remain unchanged. Issued by For attachment to Policy No. WA7-64D-444950-017 Effective Date 6/01/2017 Premium $ Issued to RETURN TO: PWADMIN EXT: 2700 ID# 'Og l l CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT /DIV: PUBLIC WORKS / CjT17...E t ) 2. ORIGINATING STAFF PERSON: t7,----- EXT: -2:1 \ 3= 3. DATE REQ. BY: I511S3 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG #): ❑ INTERLOCAL PUBLIC WORKS CONTRACT AGREEMENT / CDBG (E.G. BOND RELATED DOCUMENTS) ❑ OTHER 5. PROJECT NAME: Z pc�1� 5 1 125 .,Ckaq ( ,npcyorN - Crro.ttJJ Sta;c(AS _ 'c 6. NAME OF CONTRACTOR: es-C ,C' A-skIA ADDRESS: 33 - '1 cr6K h-JL. S St7;+Q -3D0, C2 .\ Way Lj6 18003 TELEPHONE: Zola -43' -Z-So 0 j 1 FAX: Z ob- 431 - Z2.stzl, EMAIL: ot o•Nga• Sac.cNw. 0.bo r • c-o■ SIGNATURE NAME: �-- ifvmaCSh TITLE: TIe.97CIK} 7. EXHIBITS AND ATTACHMENTS: roSCOPE, WORK OR SERVICES ❑,MPENSATION INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # Ca'- /D /S&1) BL, EXP. 12/31/ (7 UBI # Go/ I/O 695 , EXP. 7 /3A' 17 8. TERM: COMMENCEMENT DATE: L St yt.* Vim- COMPLETION DATE: $ I \ \ $ 9. TOTAL COMPENSATION: $ Z S, 3 b k.. DO (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF REIMBURSABLE EXPENSE: )0YES ❑ NO IF YES, MAXIMUM DOLLAR IS SALES TAX OWED: ❑ YES NO IF YES, $ EMPLOYEES TITLES AND HOLIDAY RATES) AMOUNT: $ °I'13. 00 J PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ AGREEMENT (SEE CONTRACT) OR u RETAINAGE BOND PROVIDED \ -5- 1,11k ZZ�� r LI PURCHASING: PLEASE CHARGE TO: 3Q -I y O O - Lo 6 I 10. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER ❑ DIVISION MANAGER /J 70 DEPUTY DIRECTOR W 1 -1\ \ 4j/(� 'h-ii D DIRECTOR 2t 111 ❑ RISK MANAGEMENT (IF APPLICABLE) N LAW DEPT 17 �1f 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: I \ / I i I� / DATE RECD: 5// S� 1 —2 ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LI CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION INITIAL / DATE ENS ` S, H : IT TO EXPIRATION DATE MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) IGN D LAW DEPT -..ii,. SIGNATORY 1 AYO OR DIRECTOR) "Oar,. o% CLERK / Z it h1I c2NCITY yp ASSIGNED AG # AG# air MP SIGNED COPY RETURNED DATE SENT: 5.3o - I1- atiRETURN ONE ORIGINAL COMMENTS: E ECUTE '7"1"d ORIGINALS 1. o 1 / . L. . 1 . 1 i / I I MI WEI 1111M =111M ( r N 3/2017 6\ 11Ara — t\ Q{ siy /11,1- -P,r . A.Auto ■.Dery • jecc(ot sl 111_. CITY OF '.... Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cityoffederalway.com PROFESSIONAL SERVICES AGREEMENT FOR 21st AVE S PEDESTRIAN CONNECTION — GRAND STAIRCASE PROJECT This Professional Services Agreement ( "Agreement ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and BergerABAM a "Washington corporation" ( "Contractor "). The City and Contractor (together "Parties ") are located and do business at the below addresses, which shall be valid for any notice required under this Agreement: BERGERABAM: David Sacamano, ASLA 33301 9th Avenue South, Suite 300 Federal Way, WA 98003 -2600 206 - 431 -2300 (telephone) 206 - 431 -2250 (facsimile) david.sacamanonaabam.com The Parties agree as follows: CITY OF FEDERAL WAY: EJ Walsh, PE 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -2713 (telephone) (253) 835 -2709 (facsimile) edward .walsh@cityoffederalway.com 1. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall be the date of mutual execution, and shall continue until the completion of the Services specified in this Agreement, but in any event no later than August 1, 2018 ( "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 rate(s) for the Term. Except as otherwise provided in Exhibit B, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance of Services and payment under this Agreement. PROFESSIONAL SERVICES AGREEMENT 1 3/2017 CITY OF L Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835-7000 www utyoffederalway 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 - 3/2017 CIT 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 - 3/2017 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835-7000 www cityoffederalway 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 - 3/2017 CITY OF ,,. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederahvay 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 3/2017 Vecferal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: J , Mayor DATE: s,z/r7 BERGERABAM: By: Printed Name: Helen Devery Title: Vice President DATE: May 18. 2017 STATE OF WASHINGTON ) ) ss. COUNTY OF Clark ) ATTEST: APPROVED AS TO FORM: J. Ryan Call, City Attorney On this day personally appeared before me Helen Devery , to me known to be the Vice President of BergerABAM that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he /she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GI`;NN . *lid and official seal this 18th day of May ON4Oi9Np,9C) . Notary's signatur =,`1 OTAR Y 14,117-: Notary's printed name K be 1#1, PU B L1O _ Notary Pub is in and for the State of Washington. My commission expires March 9 2021 '2 di 4" �O 4) �F W � AS .\� PROFESSIONAL SERVICES AGREEMENT 6 3/2017 CITY OF ... Federal Way EXHIBIT A SERVICES The Contractor shall do or provide the following: CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway com Task 1.0: Project Management and Coordination Meetings This task includes facilitating a kickoff meeting at the commencement of the project with the BergerABAM team and the City. BergerABAM will then meet periodically to coordinate and plan work and will also meet with the City to discuss project status. During this task, BergerABAM will manage subconsultant contracts, insurance requirements, and billings. The kickoff and design coordination meetings included in this task will be a combination of in- person meetings held at the City's offices and web -based and teleconference meetings. Task 1.1: Kickoff Meeting Facilitate a two hour kickoff meeting with BergerABAM team staff to review preliminary designs, discuss communication plan expectations, confirm City and BergerABAM team roles and responsibilities, and finalize project schedule and deliverables. This meeting will be held at the City offices and a brief meeting summary will be prepared. Task 1.2: Project Management, Internal Team Coordination Teleconferences, and Project Updates Selected staff from the BergerABAM team will conduct up to six internal coordination meetings to discuss design and engineering issues and action items, plan work, and coordinate tasks. BergerABAM's project manager will . also attend status update meetings, up to eight meetings at the City's offices to discuss status of work, scope, and budget. BergerABAM will manage the subconsultant contracts, billings, and insurance requirements. This meeting will be held at the City offices and a brief meeting summary will be prepared. Deliverables • One two hour kickoff meeting and meeting summary. • Up to six, one hour internal team coordination meetings. • Up to eight one hour project status update meetings with the City by BergerABAM's project manager and brief meeting summary. Task 2.0: Site Survey and Geotechnical Engineering This task includes the completion of the site survey and geotechnical engineering design for the Project. Task 2.1: Site Topographic Survey BergerABAM will prepare a detailed topographic survey of the Project using the NGVD 29 vertical datum and the NAD 83/20111 horizontal datum. BergerABAM will coordinate and obtain underground utility locates from a private location service for the project area. Spot elevations will be gathered on an approximate 25 -foot grid plus grade breaks within the topo area. Location of visible improvements built on the property, including walls, curbs, asphalt, trees over 6 -inch diameter at breast height, surface visible utilities, painted channelization, sidewalks, and any other aboveground observed features. BergerABAM will measure invert elevations of any sanitary or storm sewer manholes or catch basins if accessible. BergerABAM will provide a boundary and topographic map of the subject area, showing 0.5 -foot contour intervals and all of the above noted features and boundary lines as provided by the City. Exclusions • Identification of critical or environmentally sensitive areas. • Independent review of boundaries or right of way lines. Deliverable • Boundary and topographic map survey in electronic format. Task 2.2: Geotechnical Testing BergerABAM will review readily available, published geologic maps and existing geotechnical reports for the Project. BergerABAM will then conduct a visit to the site to observe the surface conditions. Using the existing geotechnical investigation soils reports and boring logs prepared for the PAEC project and provided to BergerABAM, provide the following recommendations: PROFESSIONAL SERVICES AGREEMENT 7 - 3/2017 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835-7000 www. cityoffederalway com • Earthwork and grading, including stripping depth, subgrade preparation, utility trench excavation, and the reuse of on -site materials. • Requirements for structural fill placement and compaction. • Seismic design parameters (i.e., site class and spectral acceleration coefficients) for the proposed staircase using map -based methods in accordance with the 2015 International Building Code. • Geotechnical recommendations for shallow foundation support of the staircase. BergerABAM will provide allowable soil bearing capacity, lateral resistance, lateral earth pressures, and settlement estimates. • BergerABAM will prepare a geotechnical engineering report that presents conclusions and recommendations along with supporting data. Draft and final reports will be provided in electronic format. Assumptions • The PAEC geotechnical reports provided to BergerABAM by the City will be the basis of the geotechnical design for the Project. • No new soil sampling or borings will be required. Deliverables • Draft and final geotechnical report in electronic format. Task 3.0: Concept Design BergerABAM will prepare a refined concept design for the Project based on the survey and final design plan information for the PAEC. The concept design will include an illustrative plan view graphic of the Project and surrounding area. BergerABAM will prepare an electronic 3 -D study model to analyze grading, massing, and design of pedestrian area and features. BergerABAM will establish a materials and products image board for project elements. BergerABAM will prepare presentation drawings and graphics for the refined design, up to three presentation drawings. BergerABAM will organize and facilitate a two hour meeting at the City to review the concept design and materials information and provide a brief meeting summary. Based upon City comments, BergerABAM will make one round of minor edits to the concept design. The City- approved concept design will be the basis of the engineering PS &E developed during Task 4. Assumptions • The Mosaic Architecture design will be the basis of the concept development. Deliverables • Refined concept design, materials /product image board, and up to three presentation drawings. • One two hour review meeting and meeting summary. • Minor edits to the concept design and updated presentation drawings. Task 4.0: Phase One Plans, Specifications, and Cost Estimates Based on the approved concept design, BergerABAM will prepare and submit the Plans, Specifications and Estimates (PS &E) for the Project. Task 4.1: 30 Percent Submittal and Cost Estimate BergerABAM will develop the 30 percent design submittal for the Project based on the approved concept design. BergerABAM will prepare and submit the 30 percent design, cost estimate, and meet with the City to review. The 30 percent design will be the basis of the SEPA checklist prepared in Task 5. The 30 percent design drawings will include: • Cover sheet and index. • Preliminary site plan. • Preliminary grading and drainage plans. • Preliminary structural design. • Preliminary landscape plan. • Preliminary electrical plan. • Preliminary furnishings and materials lists. BergerABAM will organize and facilitate a two hour meeting at the City to review the 30 percent design submittal. BergerABAM will provide a brief meeting summary. Deliverables • 30 percent plans in electronic format. • 30 percent cost estimates in electronic format. PROFESSIONAL SERVICES AGREEMENT 8 3/2017 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www cityoffederalway cone • Attendance at one two hour 30 percent review meeting and meeting summary. Task 4.2: 85 Percent Design Plans, Specifications, and Cost Estimates BergerABAM will develop the 85 percent design for the Project based on the 30 percent design, prepare and submit the 85 percent PS &E submittal and meet with the City to review. The 85 percent design will be the basis of the right -of -way permit application prepared in Task 5. The 85 percent design drawings will include: • Cover sheet and index. • General notes, legends, and abbreviations. • Existing conditions plan. • Overall site plan. • Demolition plans. • Temporary erosion control and sediment control plans. • Grading plans. • Stormwater plans, utility plans, and details. • Structural plans and details. • Layout plans. • Paving and materials plans. • Irrigation plans and details. • Planting plans and details. • Site details. • Electrical and site - lighting plans. BergerABAM will prepare the 85 percent cost estimate using WSDOT standard and special payment items. BergerABAM will submit the cost estimates to the City and will review the cost estimates at the 85 percent review meeting. BergerABAM will prepare a storm drainage memorandum to City standards. BergerABAM will submit the memorandum to the City and will review the memorandum at the 85 percent review meeting. BergerABAM will prepare the project specifications, including special provisions and amendments, to the WSDOT standard specifications. BergerABAM will submit the specifications to the City and will review the specifications at the 85 percent review meeting. BergerABAM will organize and facilitate a two hour review meeting at the City to review the 85 percent PS &E design submittal. BergerABAM will provide a brief meeting summary. Deliverables • 85 percent plans in electronic format. • 85 percent storm drainage memorandum in electronic format. • 85 percent specifications in electronic format. • 85 percent cost estimates in electronic format. • Attendance at one two hour 85 percent review meeting and meeting summary. Task 4.3: 100 Percent Plans, Specifications, and Cost Estimates Submittal BergerABAM will develop the 100 percent PS &E package based on the 85 percent submittal and the permit review comments. BergerABAM will prepare the construction cost estimate (including construction costs, sales tax, escalation, and contingencies) for the final submittal. The final estimate will be used as the basis of the engineer's estimate for bidding purposes. BergerABAM will finalize the specifications and prepare a bid tab with WSDOT line items and quantities. BergerABAM will organize and facilitate a final two hour review meeting at the City to review the 100 percent PS &E design submittal and discuss final revisions. BergerABAM will provide a brief meeting summary. Based on the final review comments, BergerABAM will make minor edits and prepare and submit the final stamped and signed PS &E for bidding. This submittal will include the final stamped plans, specifications, drainage report, and engineer's estimate. Deliverables • 100 percent plans in electronic format. • 100 percent storm drainage memorandum in electronic format. • 100 percent specifications in electronic format. PROFESSIONAL SERVICES AGREEMENT 9 3/2017 CITY OF Federal Way • 100 percent cost estimates in electronic format. • Attendance at one two hour 100 percent review meeting. • Final 100 percent PS &E. CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835-7000 www cilyoffederafway com Task 5.0: Permitting Support BergerABAM will prepare a SEPA checklist and right -of -way permit application for this Project. The purpose of the SEPA checklist is to ensure the consistency of the Project with the existing Supplemental Environmental Impact Statement (SEIS) and Planned Action. A City Center Planned Action Determination Review Checklist will be included with the SEPA Checklist. Task 5.1: State Environmental Policy Act Checklist A prior SEIS and Planned Action were completed, both of which include the PAEC. A SEPA checklist and Planned Action Determination Review Checklist will be necessary to document consistency between the SEIS /Planned Action and the proposed staircase, including ensuring that mitigation measures identified in the SEIS are incorporated into the SEPA checklist. BergerABAM will prepare the SEPA checklist and Planned Action Determination Review Checklist which will be submitted by the City. Assumptions • The City will act as the SEPA lead agency and will issue the planned action determination. • The proposed project is consistent with the prior 2016 SEIS and Planned Action. • Neither a determination of significance nor the preparation of an environmental impact statement will be required. • Revisions to the draft SEPA checklist and planned action determination checklist will be limited to one review by the City and one revision of the checklist. • Per the City's SEPA submittal requirements, the City will provide one set of self - addressed, stamped business sized envelopes of persons receiving property tax statements for all properties within 300 feet of the boundary of the subject property. Deliverables • Coordination with the City and the design team to obtain the information needed to address SEPA checklist questions. • Preparation of draft SEPA checklist. • Preparation and submittal of final SEPA checklist. Task 5.2 — Right -of -Way Permit Submittal Following the 85 percent PS &E review meeting, BergerABAM will complete the one -page right of way permit application form and compile the design plans and drainage report for the right of way permit submittal. The 85 percent PS &E will be the basis of the permit submittal. The City will be responsible for submitting the right -of -way permit and monitoring the review process. The City will provide consolidated review comments and redlines for BergerABAM if required. The first t review of the right -of -way permit comments will be addressed on the 100 percent PS &E submittal. BergerABAM will provide the revised, compiled permit application to the City for resubmittal, final review, and approval. Assumptions • City will be responsible for submitting, routing, and monitoring the right -of -way permit application. • The scope of work includes a draft and revised right -of -way permit application. • Per the City's submittal requirements, the contractor will supply the Traffic Control Plan. Deliverables • Compiled right -of -way permit application, design plans, and drainage report (two printed and bound copies) for submittal by the City. • Revised, compiled right -of -way permit application, design plans, and drainage report (two printed and bound copies) for resubmittal by the City. Task 6: Bidding Support BergerABAM will provide bidding support during project advertisement. BergerABAM will attend one pre -bid meeting and will respond to contractor questions during the bidding period, review substation requests, and prepare bid addenda. Assumptions • The City will lead the advertisement and bidding process. PROFESSIONAL SERVICES AGREEMENT - 10 - 3/2017 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cityoffederalway.com • BergerABAM will provide on -call support services. • Upon request, additional bidding support services will be provided on an on -call, time - and - materials basis. Deliverables • Attendance at one pre -bid meeting, up to three BergerABAM staff. • Up to eight written responses to contractor questions. • Up to four reviews of substitution requests during bidding. • Up to three bid addenda in during project bidding process. Project Team: The BergerABAM team includes the following subconsultants and roles: • ESM Consulting Engineers — Site surveying • Landau Associates — Geotechnical engineering • Mosaic Architecture — Design support during conceptual design and ongoing design review • BCE Engineers — Electrical and lighting design • ProDims — Cost estimation Overall Project Assumptions: The following assumptions were used in the preparation of the scope of work: • The Project will be developed on public right of way as defined by the site map prepared by the City. Work will include sidewalk areas from back of curb north to right of way boundary. Additional right of way will not be required. • Sidewalk work at Town Square Park and the future plaza adjacent to the future development will be designed by others. • The Project design will be based on the preliminary staircase plan prepared by Mosaic Architecture. • Modifications to the existing retaining wall will be required to construct the project. • Use of federal funds for this project may trigger National Environmental Policy Act requirements (enhanced archaeology, hazardous materials, Environmental Classification Summary forms, etc.). Funding is local and federal funds are not being pursued for project funding. • With the exception of site surveying and geotechnical work for pavement design, no additional site analysis, cultural resources, hazardous materials, or traffic engineering work is required. • Americans with Disabilities Act (ADA) access is required for this pedestrian corridor. • BergerABAM assumes that the designed surface grades indicated on the PAEC plans are the tie -in elevations for the Project. • The Project stormwater drainage system can connect to the existing PAEC stormwater system. Water quality treatment, including low impact development stormwater features, may be considered but is not required. Detention for the project has been provided within the PAEC stormwater system and no additional water quantity controls are required. • A stormwater design memorandum will be prepared in accordance with City of Federal Way standards. Preparation of a storm drainage report and a Construction Stormwater Pollution Prevention Plan are excluded. • Pedestrian lighting for the site and street area adjacent to the project is required. • The RRFB design will be based on City standard details and specifications provided to BergerABAM in AutoCAD format. The City Traffic Engineer will determine the crossing location, crossing design, and any other traffic engineering support needed including signal warrants. • The BergerABAM RRFB design will include the pedestrian refuge island and sidewalk ramps needed for the new crossing. No other pavement, sidewalk, stormwater, utility, or roadway restriping improvements will be required. Foundation design will not be required. • The RRFB will be based on a performance specification unit using solar power. No additional electrical supply or engineering will be required. • The Project will be designed in AutoCAD and /or Revit. • Cost estimates will be prepared at 30, 85, and 100 percent submittals. Construction schedule, life -cycle costs, and value engineering studies are excluded. • Off -site work not identified in this proposal is excluded from this scope of services. • No significant design changes will be requested after the 85 percent submittal. PROFESSIONAL SERVICES AGREEMENT - 11 - 3/2017 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cit yoffederalway. com • Specifications will be prepared in Washington State Department of Transportation (WSDOT) format special provisions. • Bid proposal documents will be WSDOT format. • The City will prepare the Division 0 and Division 1 front end documents in WSDOT format with support from BergerABAM. • The City will be the lead SEPA permitting agency. • BergerABAM will prepare the SEPA checklist for Planned Action determination checklist and right -of -way Permit submittal materials only. If required, the City will be responsible for building permits. • The City will submit the right -of -way Permit and SEPA checklist. • The approved 2016 City Center Planned Action Final Supplemental Environmental Impact Statement included the Project. An updated project - specific SEPA checklist will be prepared to show consistency with prior approvals and obtain a Planned Action determination. • The 30 percent design submittal will be the basis of the SEPA document. • The 85 percent design submittal will be the basis of the right of way permit. • Contractor will be responsible for electrical and plumbing permits. • The City application review and permit fees are excluded. • Public involvement is excluded. • All design and permitting work will be completed in 2017. • The scope includes bidding support for the City -led bidding process, limited to responding to contractor questions and biding addendums as defined below. • Construction support is excluded from this proposal and can be negotiated as additional service prior to start of construction. • Construction is anticipated to be completed in 2018. PROFESSIONAL SERVICES AGREEMENT - 12 - 3/2017 CITY OF 'A.. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835-7000 www cityoffederalway. com EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed two hundred sixty -eight thousand three hundred sixty -six and 00 /100 Dollars ($268,366.00). 2. Method of Compensation: Fixed Fee In consideration of the Contractor performing the Services, the City agrees to pay the Contractor a fixed fee amount, as shown below: Task 1: Project Management and Meetings $19,414 Task 2: Survey and Geotechnical Engineering $13,814 Task 3: Conceptual Design $23,480 Task 4: Plans, Specifications, and Cost Estimates $191,988 Task 5: Permitting Support $7,767 Task 6: Bidding Support $9,960 Total Cost $266,423 Reimbursable Expenses The actual customary and incidental expenses incurred by the Contractor in performing the Services including printing, photocopying, reproductions, travel and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed one thousand nine hundred forty -three and 00/100 Dollars ($1,943.00). PROFESSIONAL SERVICES AGREEMENT - 13 - 3/2017 ACO Exhibit C CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 5/31/2017 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 INSURED BergerABAM 33301 Ninth Avenue South Suite 300 Federal Way WA 98003 694 CONTACT NAME: Certificate Department PHO FAX Exn:206- 216 -4830 ; (A/C. No):206- 260 -2903 E -MAIL ADDRESS:Certdept atSerVCOpaafiC.COm INSURERS) AFFORDING COVERAGE NAIC i INSURER A :Alaska National Insurance Company INSURER B :Travelers Indemnity Company of Amer INSURER c :Travelers Property Casualty Company INSURER 0 :The Phoenix Insurance Company INSURER E :Starr Surplus Lines Insurance Co INSURER F : 38733 25666 25674 25623 13604 COVERAGES CERTIFICATE NUMBER: 309309568 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. MISR L LTR TYPE OF INSURANCE A INSR WVD POLICY NUMBER POLICY EFF (MMIDDIYYYY) POLICY EXP (M M /DD/YYYY) IMITS L B GENERAL LIABILITY Y 6808264P255 6807B921034 7/1/2016 7/1/2016 7/1/2017 7/1/2017 EACH OCCURRENCE $1,000,000 C X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) 81,000,000 MED EXP (Any one person) 810,000 PERSONAL & ADV INJURY 81,000,000 GENERAL AGGREGATE 82,000,000 GEN'L AGGREGATE LIMIT APPUES PER: POLICY n JPERQ LOC PRODUCTS - COMP/OP AGG $2,000,000 $ D AUTOMOBILE LIABILITY BA8269P109 7/1/2016 7/1/2017 COMBINtD SINGLE UMI f (Ea accident) $1,000,000 X X ANY AUTO BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS NON-OWNED T BODILY INJURY (Per accident) $ HIRED AUTOS PROPERTY tDAMAGE $ $ UMBRELLA UAB EXCESS LIAB _ OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ C A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY UB3903T78 16G WU 08982 7/1/2016 7/1/2016 7/1/2017 7/1/2017 X INC STATU- X OTH- TORY LIMITS ER USLBH/WA Sto Ge P P ANY PROPRIETOR/PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory In NH) Y / N N/A E.L. EACH ACCIDENT 81 ,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 E Professional Liability Inc. Pollution Liability 1000199129161 7/1/2016 7/1/2017 Per Claim $1,000,000 Aggregate $1,000,000 Deductible $200,000 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 City of Federal Way is included as Additional Insured with respects to General Liability and Coverage is Primary and Non - Contributory, per the attached forms, as required per 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 ACORD 25 (2010/05) © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 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 less. 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- 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. Page 2 of 2 © 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 CG DO 37 04 05 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. Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Page 1 of 1