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AG 18-099 - AQUATECHNEX, LLC
I RETURN TO: PW ADMIN EXT: 2700 ID#: 32_5 C013, 2?q 2, CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC /�WORKS/ .5 Al,/V I I^ -7 /,, 2. ORIGINATING STAFF PERSON: 1 V'1 11�CU Erie �S i 1 EXT: 2 / 5(0 3. DATE REQ.BY: •I V/ 1 I Ob 3. TYPE OF DOCUMENT(CHECK ONE): )(CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,0 RFQ) o PUBLIC WORKS CONTRACT o SMALL OR LIMITED PUBLIC WORKS CONTRACT XPROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT o GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG o REAL ESTATE DOCUMENT o SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) o ORDINANCE o RESOLUTION o CONTRACT AMENDMENT(AG#): 0 INTERLOCAL o OTHER f cl ( ) �, �✓ �,/ I 4._ /�/� L 4. PROJECT NAME:M0y4 h c' I C f 1 Late-,5 Al I.�l�.I K . r 1 Q'� 1 '" ,an a jewj ei' L. 5. NAME OF CONTRACTOR: 40, / -e41nex l ADDRESS: D (3 o J; , e �, 4I . -;/ ' ' ' ; 0702: TELEPHONE:C )O 7-I 7 E-MAIL:_1-MC'Y1 OLiOb&LLq Lta.-fzxh/I X.f e of FAX: SIGNATURE NAME: TITLE: 6. EXHIBITS AND ATTACHMENTS:X SCOPE,WORK OR SERVICES o COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS 0 PROOF OF AUTHORITY TO SIGN o REQUIRED LICENSES 0 PRIOR CONTRACT/AMENDMENTS CFW LICENSE# 01 10e39,73 BL,EXP..12/31/ (Q UBI#4 0 Q 170 8 p 33 .1,EXP. / /iy 7. TERM: COMMENCEMENT DATE: 011)-i1/41 NV I Ti COMPLETION DATE: 12 't ()mil II 8. TOTAL COMPENSATION:$ I q11 e OQ (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: o YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: o YES ❑NO IF YES,$ PAID BY: o CONTRACTOR 0 CITY RETAINAGE: RETAINAGE AMOUNT: i L,1, t ❑RETAINAGE AGREEMENT(SEE CO RA T) l RETAINAGE BOND PROVIDED y PURCHASING: PLEASE CHARGE TO: �(}I- �l;)t,' _ItSU,_c�2-� " L4J 1'1,1 111 _� Q - 2��1 l l' W2-71100- 10`� s�iti_-V- 40 —F-C--iv — "i 9. DOCUMENT/CONTRACT REVIEW •r. INITIAL/D_,TE REVIEWED INITIAL/. AT AP'ROVED X PROJECT MANAGER I,L-5 1�w�'" V ,4 3 [�i{Qfr4 MIMI • ' IVIS ION MANAGER , ; " g 1 Y DEPUTY DIRECTOR • TW • _ ��1 DIRECTOR �r�at 0.100, _ Vi_ ❑ RISK MANAGEMENT (IF APPLICABLE) .,;;;.-LAW DEPT 9 M1 '4/Wig '® Gal/l tr 10. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 11. CONTCT SIGNATURE ROUTING o (y SENT TO VENDOR/CONTRACTOR DATE SENT: - l D DATE REC'D: 7"0�6/f[ S ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS o 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 AN i ..-.. �� �� -- u- AW DEPT Gi:T ii LL��l[1: SIGNATORYYOR R'D1IFECT5R) dir+l&Wi.i.//L' 1 CITY CLERK 'Wan re ASSIGNED AG# AG# NUM ySIGNED COPY RETURNED DATE SENT: - r LS; )(RETURN ONE ORIGINAL COMMENTS: EXECUT "ORIGINALS ,��Q� `1 'v — Cly v mkt -hore v s v 4/2017 4111kii, CITY OF CITY HALL "�... 33325 8th Avenue South Fe d e ra I Way Federal Way.y,WA 98003003 -6325 (253) 835-7000 awvw cityoffederaiway corn PROFESSIONAL SERVICES AGREEMENT FOR AQUATIC PLANT MANAGEMENT This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Aquatechnex, LLC, a Washington limited liability company ("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: AQUATECHNEX,LLC: CITY OF FEDERAL WAY: Mr.Terence McNabb Mindi English,Water Quality Coordinator P.O.Box 30824 33325 8th Avenue South Bellingham, WA 98228 Federal Way,WA 98003-6325 (360) 527-1271 (telephone) (253) 835-2756 (telephone) tmcnabb@aquatechnex.com (253) 835-2709 (facsimile) mindi.english@cityoffederalway.com The Parties agree as follows: 1. TERM.The term of this Agreement shall commence upon the effective date of this Agreement,which shall be the date of mutual execution, and shall continue until the completion of the Services specified in this Agreement, but in any event no later than December 31, 2022 ("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 entitigs, 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 4111146, CITY OF CITY HALL Federal Way 33325 8th Avenue South3-6325 Federal Way.WA 9800 (253) 835-7000 www c/tyoffederalway 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 CITY OF CITY HALL ` 33325 8th Avenue South Federal Way.WA 98003 6325 Federal Way (253) 835-7000 awvi v cityoffederalway corn 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 CITY HALL 33325 8th Avenue South FederalaFederal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway corn 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. EOUAL 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 4114416. CITY 01CITY HALL Fe d e ra 1 Way 33325 8th Avenue South y Federal Way,WA 980038003 6325 (253) 835-7000 www crtyoffederaiway corn 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 maybe 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 P 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 CITY OF CITY HALL 33325 8th Avenue South - Federal Way Federal Way.WA 98003-6325 (253) 835-7000 www cityoffederaiway:com IN WITNESS,the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: • ,, errell, Mayor `tep . ie Courtney, CMC, oy Clerk ' U DATE: / /�c// f APPROVED AS TO FORM: / , iii f 7( J. Ryan Call, City Attorney AQUATECHNEX, LLC: By: Tere ce •I abb Title: 044 DATE: 7 Z /Zot STATE OF WASHINGTON ) ss. COUNTY OF(.th ) On this day personally appeared before me Terence McNabb, to me known to be the J/i.a,f i Miro-ha/1_ of Aquatechnex, LLC that executed the foregoing instrument, and acknowledged the sdidstrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. G.1111‘1 my hand and nffiria1 seal this ra of J , 20/g. TIMOTHY G. KRELL. STATE OF WASHINGTON Notary's signature ($i# (A- NOTARY PUBLIC Notary's printed name � i.refRf G . Notary Public in and for the S to f Washington. MY COMMISSION EXPIRES My commission expires /jp/g 09.28-18 / PROFESSIONAL SERVICES AGREEMENT - 6 - 3/2017 CITY OF CITY HALL 33325 8th Avenue South Federal VVay Federal Way,WA 98003-6325 (253) 835-7000 www citvoffedera/way coin EXHIBIT A SERVICES 1. The Contractor shall do or provide the following: TASK 1 Initial Systematic Aquatic Plant Surveys During the Spring growing seasons of 2018 (late May to early June), an initial systematic aquatic plant survey of the littoral zone and shoreline of both Steel Lake and North Lake will be conducted by Contractor using skilled aquatic biologists/botanists to inspect for major types of aquatic plants. Contractor will provide a proposed survey schedule to Surface Water Management (SWM) staff a minimum of two (2) full business days prior to conducting the initial survey. The notification may take the form of verbal, email, or other written correspondence. This information is critical so that lake residents and users may be properly notified. City SWM staff will acknowledge the notice and confirm the date before Contractor will proceed with the survey. During the initial survey, a trained survey team will inspect each lake from both the surface and sub-surface (with diving equipment) to locate and map both native and noxious species types (emergent, freely-floating, rooted floating-leaved, and submerged forms) of aquatic vegetation. During the initial survey, a SCUBA diver will swim into areas inaccessible by boat (between all docks and rafts on each lake), providing signals to a survey team member in the boat the locations and densities of all major types of aquatic vegetation found. The boat operator will mark all plant populations with a Global Positioning System (GPS) unit; and mark all milfoil locations with GPS unit and buoys. The diver may be towed behind the boat in an effort to completely survey the entire littoral zone of each lake, paying special attention to the locations and densities of all aquatic plants observed. Upon completion of the dive portion of the initial survey, field technicians will perform a complete surface survey of the littoral zone of each lake as an additional means of locating and mapping aquatic plants. Any aquatic plant locations not noted in the dive survey will be recorded with the GPS unit. After completing the survey, AquaTechnex technicians will incorporate the aquatic plant locations and densities from the GPS unit into Geographic Information Systems (GIS) software. The contractor will use this information to generate maps of aquatic plant locations and densities including: • Locations and abundance (sparse, moderate, or dense) of all major types of aquatic plants; • Highlighted locations of all noxious, exotic, and/or invasive aquatic plant species; • Highlighted locations of all rare, sensitive, or endangered aquatic plant species; • Locations of wetland areas; • Locations and sizes of floating water lily masses; • General sediment types; and • Tributaries and outlets. If a small number of milfoil plants (less than twenty) are discovered by the field technicians during the initial dive survey, they will be removed by the contractor and properly disposed of at no additional cost; however, if a larger number of milfoil plants are discovered, their locations and densities will be recorded in the manner mentioned above. The contractor will use this information to recommend specific eradication and/or control strategies and methods to City SWM staff. PROFESSIONAL SERVICES AGREEMENT - 7 - 3/2017 CITY OF 3CITY332 HALL �" ... Fe d e ra 1 Way Feder 8th Avenue South Federal 4'Vay,WA 98003-6325 (253) 835-7000 www cityoffederalway corn All recorded information will be used by the contractor for site-specific aquatic plant controls, and may be used for action strategy development following recommendations listed in both Integrated Aquatic Vegetation Management Plans (IAVMP) for Steel Lake and North Lake. Within twenty-one(21) calendar days after the completion of the aquatic plant survey, a letter report will be generated by the contractor and submitted to the City SWM Staff. The letter report will include: • Detailed maps described above; • Aquatic plant types targeted for control and/or treatment; • Recommended control and/or treatment methods; • Locations and frequency for the recommended control and/or treatment methods; and • Cost estimate for control and/or treatment methods. The cost for the initial systematic survey will include all necessary support staff,materials, equipment and travel time. TASK 2 Second Systematic Aquatic Plant Survey The second systematic aquatic plant survey of each lake(Steel Lake and North Lake) will take place later in the growing season, three(3) weeks after the completion of the last aquatic plant control method(if applicable). This second survey will be conducted in a manner identical to the initial systematic survey. Contractor must provide a notice to SWM staff a minimum of two (2) full business days prior to conducting the survey. Notification may take the form of verbal, email, or other written correspondence. This information is critical so that lake residents may be properly notified. City SWM staff will acknowledge the notice and confirm the date before AquaTechnex will proceed with the survey. TASK 3 Control and Treatment Methods/Procedures Aquatic plant management control and treatment methods employed by Contractor may include one or more of the following methods: • Diver hand pulling; • Manual removal; • Diver installation of bottom barriers; • Skimming milfoil fragments from the water; • Water lily island removal; • Diver Dredging, and • Treatment with Department of Ecology approved aquatic herbicides. Written control and/or treatment options and their associated cost estimate(s) will be submitted by the contractor to SWM for all anticipated aquatic plant control efforts. Contractor will obtain written approval from SWM prior to commencing any of the above control and/or treatment methods, and SWM reserves the right to withhold the approval for the use of any of these methods following a review of the submitted cost estimate. PROFESSIONAL SERVICES AGREEMENT - 8 - 3/2017 CITY OF CITY HALL " .�.ilk33325 8th Avenue South Federal e ra I Way Federal Way.41/A 98003-6325 (253) 835-7000 www.cityoffederaiway corn Contractor must provide a notice to SWM staff a minimum of two (2) full business days prior to conducting control or treatment methods. Notification may take the form of verbal, email, or other written correspondence. This information is critical so that lake residents may be properly notified. City SWM staff will acknowledge the notice and confirm the date before Contractor will proceed with the work. Contractor will adhere to the Aquatic Plant Management information (control/eradication suggestions) provided on the State of Washington Department of Ecology Website http://www.ecy.wa.gov/programs/wq/links/plants.html. This information describes in detail specific strategies and methods used to eradicate and/or control non-native aquatic plants. In addition, all aquatic plant removal action and bottom barrier installation will comply with Washington Department of Fish and Wildlife (WDFW) Hydraulic Project Approval (HPA) and fish timing guidelines pursuant to information contained WDFW pamphlet Aquatic Plants and Fish. TASK 3-A Diver Hand Removal Removal of rooted/submerged vegetation via digging will be completed by trained commercial divers. The method will involve digging out the entire plant with a hand-held gardening tool, collecting the plant and roots in a storage bag, and properly disposing of the plant material. The effectiveness of plant removal will depend on sediment type, visibility, plant type, and thoroughness in removing the entire plant. In water depth greater than about three feet, Contractor will employ the use of SCUBA divers in order to effectively manage a location. The dive team will consist of two (2) SCUBA divers and one (1) diver tender on the support vessel. The cost will include all necessary support staff, materials, equipment, travel time, and plant disposal. TASK 3-B Manual Removal Submerged, floating, or emergent vegetation may require removal action other than by diver. These methods may involve cutting or raking using tools, removing seed heads, collecting the plant (and roots) in a storage bag, and properly disposing of all plant material. The manual removal team will consist of two trained technicians. The cost will include all necessary support staff, materials, equipment, travel time, and plant disposal. TASK 3-C Burlap Bottom Barriers Bottom barriers material is applied over the lake bottom to prevent plants from growing, resulting in weed-free areas that allow beneficial uses of the water body to be re-established. Contractor will employ the use of burlap (typically allowed by the Washington State Department of Ecology) when covering native plant areas, and burlap or synthetic material when covering noxious weed areas. Installation will be conducted at any depth with the assistance of divers and a support vessel. Bottom conditions will not typically impede most bottom barrier installations, but logs and debris will be cleared from the area. This cost will include diver time, support staff, the material, travel time, and sandbags used to attach the barriers to the lake bottom. The bottom barrier installation team will consist of two (2) SCUBA divers and one (1) diver tender on the support vessel. PROFESSIONAL SERVICES AGREEMENT - 9 - 3/2017 CITY OF CITY HALL ' ... Federal33325 8th Avenue South Federal Way.WA 980038003 -6325 (253) 835-7000 www cr offederaiwa.corn tY Y TASK 3-D Diver Dredging Diver dredging of submerged plants may be employed to remove sparse colonies of submerged plants (primarily implemented when controllinglocalized infestations of low plant densities where Eurasian milfoil), and is best p fragmentation must be minimized. Diver dredging will utilize a small barge or boat carrying portable dredges with suction heads that are operated by SCUBA divers to remove individual rooted plants from the sediment. Divers will physically dislodge all plant parts with sharp tools which are then suctioned up and carried back to the support vessel via hoses operated by the divers. Plant material will be sieved out and retained in catch baskets on the support vessel for proper off-site disposal. The diver dredging team will consist of two (2) SCUBA divers and one (1) diver tender on the support vessel. The cost will include all necessary diver time, support staff,materials, and equipment and travel time. TASK 3-E Water Lily Island Removal All water lily removal action will be approved by WDFW; and will comply with WDFW Hydraulic Project Approval (HPA) and fish timing guidelines pursuant to information contained in the WDFW pamphlet Aquatic Plants and Fish. TASK 3-F Aquatic Herbicide Application Aquatic herbicide applications will be accomplished if the City and Contractor judge that the larger plants, or a significant concentration of plants, require herbicide treatment. Aquatic herbicide applications for both native and noxious plant species will be done pursuant to NPDES Permit requirement and label directions. In addition, all Contractor personnel applying the aquatic herbicide will be approved as a Washington State licensed aquatic herbicide applicators. Herbicide applications during the contract term are likely to include the following targeted plants: milfoil, fragrant water lily, yellow flag iris, purple loosestrife, and Japanese knotweed. Contractor will implement a procedure to physically mark properties according to plant species targeted (e.g., some properties may be targeted for fragrant water lily,but do not provide access to treat yellow flag iris). Based upon historical herbicide effectiveness on Steel Lake and North Lake, the following treatment benchmark schedule will be followed the contractor (unless Contractor provides an acceptable alternate schedule that is approved by SWM): • Herbicide treatment for milfoil (2,4-D)must be applied when the plants are actively growing, but no later than July 31 of each contract year. • The first seasonal herbicide treatment for fragrant water lily (glyphosate) must take place between June 24 and July 31 of each contract year. A second (or follow-up) treatment/final treatment will be scheduled for 14 days following the first treatment if possible, but no later than August 15 of each contract year. • The first herbicide treatment for yellow flag iris (glyphosate)must be applied when the plants are actively growing and when most have reached early head or early bud stage of growth. Treatments shall not extend beyond September 1 of each contract year. PROFESSIONAL SERVICES AGREEMENT - 10 - 3/2017 CITY OF CITY HALL ''�..... eder 8th Avenue South Fe d e ra I Way Federal Way,WA 98003-6325 (253) 835-7000 wvw cityoffederalway corn • The first herbicide treatment for purple loosestrife (glyphosate) must be applied when the plants are actively growing at or beyond the bloom stage of growth. Treatments shall not extend beyond September 1 of each contract year. • The first herbicide treatment for Japanese knotweed(glyphosate)must be applied when they are in flower bud stage(July or August). The herbicide application team will consist of two (2) field biologists and all necessary materials, and equipment. Contractor will adhere to the price schedule identified in Exhibit B. When the plant communities are scattered, have variable densities, and are not readily accessible for treatment (e.g. between docks), a unit price per hour for glyphosate treatment may be the most reasonable means for billing when spot treating (e.g. treating a total of one acre that is scattered in patches throughout the lake system). The herbicide application team for this effort will consist of two (2) field biologists. Contractor will adhere to the price schedule identified in Exhibit B for spot application of glyphosate to scattered plant colonies. Poor efficacy can result from the application of aquatic herbicides during less than optimum conditions (e.g outside of treatment benchmark schedule, weather, water movement, wind, etc). Contractor will be aware of these conditions and will schedule applications accordingly. If poor efficacy is documented by either SWM staff or by concerned lake residents due to application of herbicides under poor conditions (described above), then the preceding herbicide treatments will be provided at no charge to the City. TASK 4 Post Treatment Surveys In order to determine if additional herbicide treatments are required, post-treatment surveys may be conducted at each lake. Contractor will submit written cost estimate(s) to SWM for all anticipated post treatment surveys. Contractor will obtain written approval from SWM prior to commencing this effort, and SWM reserves the right to withhold approval to proceed following a review of the submitted cost estimate. The post treatment survey for this effort will consist of two (2) field biologists. Contractor will adhere to the price schedule identified in Exhibit B, for post treatment surveys, which includes all labor, materials, equipment, and travel costs. TASK 5 Final Report By December 31 of each contract year, separate Final Reports will be submitted by the Contractor for both Steel Lake and North Lake. These Final Reports will summarize all survey events, including all steps taken to remove, control, and/or treat aquatic plants in both Steel Lake and North Lake. The summaries will include a description of the equipment, methods, and procedures for all control methods used; an estimate of acres of aquatic plants removed, controlled, or treated; an assessment of the effectiveness of the removal/control/treatment methods implemented; a copy of the NPDES permit; Notifications; and Pesticide Application Record. The cost of preparing and delivering the Final Reports will include all time and materials to perform this task. One electronic copy of each Final Report shall be provided to the City. PROFESSIONAL SERVICES AGREEMENT - 11 - 3/2017 CITY OF CITY HALL "�..... Federal Way 33325 8th Avenue South Federal Way.WA 9800303 -6325 (253) 835-7000 www cayoffederaiway com Each Final Report shall include: 1. Detailed colored maps showing: • Locations and abundance of all major types of aquatic plants; • Highlighted locations of all noxious, exotic, and/or invasive aquatic plant species; • Highlighted locations of all rare, sensitive, or endangered aquatic plant species; • Locations of wetland areas; • General sediment types; • Tributaries and outlets; • Locations where removal methods were employed; • Locations where manual control methods were employed; and • All areas of lake treated with individual herbicides. 2. A detailed description of the equipment, methods and procedures used for all manual controls and/or herbicide treatment methods employed. 3. Estimated acres of each type of aquatic weed removed. 4. Estimated acres of each type of aquatic weed undergoing manual controls. 5. Estimated acres of each type of aquatic weed undergoing herbicide treatment. 6. An estimate of the total percentage of lake bed covered by native vegetation. This figure will be used to determine the need for potential aquatic habitat mitigation. 7. An assessment of the effectiveness of all manual control and/or herbicide treatment methods. 8. A copy of the NPDES permit, notifications, herbicide label directions, and Pesticide Application Record. 9. A summary including proposed management action for future years. TASK 6 NPDES Permit Coverag Contractor will ensure that the annual Department of Ecology Aquatic Plant & Algae NPDES permit fees for both Steel Lake and North Lake are kept current. AquaTechnex will invoice the City for the annual permit fees when they are due. TASK 7 NPDES Permit Requirements Contractor will be responsible for compliance with all outlined in the State of Washington, , Department of Ecology, Aquatic Plant and Algae Management NPDES General Permit, Section S6. The effort includes, but is not limited to: posting signs at publicly accessible areas, on shoreline private property areas, and on the water. This task also includes conducting advanced notification to all residents, and recording and retaining records, which includes all labor, materials, equipment, and travel costs: PROFESSIONAL SERVICES AGREEMENT - 12 - 3/2017 CITY OF CITY HALL "�.... 33325 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www atyoffederalway corn TASK 8 Meetings Contractor will provide a representative to attend several joint Steel-North Lake committee meetings/community meetings throughout the year. The intention is to brief each respective lake committee concerning plant management activities and to answer questions. These meetings may include: • A meeting following the initial survey, before treatment commences; • Annual Aquatic Plant Workshop; and • Final end-of-year meeting to review program effectiveness. The cost for each meeting is identified in Exhibit B and includes all labor, materials, equipment, and travel costs. PROFESSIONAL SERVICES AGREEMENT - 13 - 3/2017 •4k CITY OF CITY HALL � . Federal Way 33325 8th Avenue South Federal Way.WA 38003-6325 (253) 835-7000 www cityoffederatway corn EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed One Hundred Ninety-One Thousand Two Hundred and 00/100 Dollars($191,200.00). TOTAL COMPENSATION FOR FOUR(4)YEARS —2018/2019/2020/2021 See Attached Table 2. Method of Compensation: In consideration of the Contractor performing the Services,the City agrees to pay the Contractor an amount calculated on the basis of the attached table: PROFESSIONAL SERVICES AGREEMENT - 14 - 3/2017 CITY OF CITY HALL 33325 8th South Fe d e ra I Way Federal Way. ,WV�iA 98003-6325 (253) 835-7000 twwvcityoffederalway corn Task Unit Cost North Steel 4-Year Lake Lake Totals Task 1 -Initial Aquatic Cost anticipates 8 hours of field work,4 hours of prep and post $2,500 $2,500 $20,000 Plant Survey treatment analysis and 4 hours for report development. I t will include two staff,survey boats,underwater and aerial drone work,and divers as necessary. Task 2-Second Aquatic Cost anticipates 8 hours of field work,4 hours of prep and post $2,500 $2,500 $20,000 Plant Survey treatment analysis and 4 hours for report development. I t will include two staff,survey boats,underwater and aerial drone work,and divers as necessary. Task 3A-Diver Hand $295.00 per hour $3,500 $3,500 $28,000 Removal Mobilization:$250.00 Cost based on hours. If required,cost estimate will be provided in Survey Report. Task 3B-Manual $200.00 per hour $2,000 $2,000 $16,000 Removal Mobilization:$250.00 Cost based on hours. Cost estimate would be provided in survey report if option was viable. Task 3C-Burlap Bottom Burlap Placement as bottom barrier,$0.95 per square foot TBD TBD TBD Barriers Mobilization:$250.00 Cost based on estimate would be provided in survey report if option was viable. Task 3E-Water Lily $200.00 per hour TBD TBD TBD Removal Mobilization:$250.00 Cost based on estimate that would be provided in survey report if option was viable. Task 3F-Aquatic $295 per acre of 2,4-D $1,850 $1,850 $14,800 Herbicide Application Mobilization:$250.00 Milfoil Cost would be based on estimate of acres in survey report. Task 3F-Aquatic $375.00 per acre of treatment $1,850 $1,850 $14,800 Herbicide Application for Mobilization:$250 Native Nuisance Aquatic Cost would be based on estimate of acres in survey report. Weeds Task 3F-Aquatic $295.00 per hour for team,equipment and Glyphosate $1,850 $1,850 $14,800 Herbicide Application for Mobilization:$250.00 Loosestrife,Water Lily Cost would be based on estimate of acres in survey report. growth,Yellow Flag Iris, Japanese Knotweed Task 3F-Algae To be quoted if necessary based on problem level,need,materials $2,000 $2,000 $16,000 Management Task 5-Final Report Time and materials,$85.00 per hour $2,550 $2,550 $20,400 Task 6 -NPDES Permit Cost will be as billed by Washington Department of Ecology. Current $1,350 $1,350 $10,800 Coverage year cost is$585.00. Assume Ecology will raise cost each year of contract. Task 7-NPDES 10 day treatment notification: $450.00 $1,400 $1,400 $11,200 Requirements Day of Treatment Posting: $250.00 Task 8-Meetings $275.00 per meeting $550 $550 $4,400 TOTALS $23,900 $23,900 $191,200 GRAND TOTAL $191,200 PROFESSIONAL SERVICES AGREEMENT - 15 - 3/2017 EXHIBIT C CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDmm) AC-CORD 7!13/2018 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 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: Samara Thomas Hub International Northwest LLC PHONE 360 647-9000 FAX No):360 734-8496 110 Unity St. (A/C.No.Ext): Bellingham WA 98225 ADDRESS: now.beilinghaminfo@hubintemational.com INSURERIS)AFFORDING COVERAGE NAIC A INSURER A:Admiral Insurance Company 24856 _ INSURED AQUALLC-03 INSURER B:Ohio Security Insurance Company 24082 AquaTechnex LLC DBA H2O Technex INSURER C: PO Box 30824 INSURER D: Bellingham WA 98228 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1320061304 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MMIDDIYYYY) (MMIDDIYYYY) LIMITS A GENERAL LIABILITY Y Y FEIECC1651205 7/15/2018 7/15/2019 EACH OCCURRENCE $2,000,000 X DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $50,000 _ CLAIMS-MADE X OCCUR MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $2,000,000 _ GENERAL AGGREGATE $4,000,000 _ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $4,000,000 POLICY X TOT, LOC Deductible $5,000 B AUTOMOBILE LIABILITY Y Y 8AS57913454 3/22/2018 3/22/2019 COMBINED SINGLE LIMIT (Ea accident) $1,000.000 X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED I PROPERTY DAMAGE HIRED AUTOS _ AUTOS 1 (Per accident) $ UMBRELLA LIAB _ OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ A WORKERS COMPENSATION FEIECC1651205 7/15/2018 7/15/2019 I WC STATU- X OTH- AND EMPLOYERS'LIABILITY Y/N I TORY UNITS ER WA Stop Gap ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under 1 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A Professional FEIECC1651205 7/15/2018 7/15/2019 Aggregate 2,000,000 Pollution Each Claim 1,000,000 Deductible 5,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(Attach ACORD 101,Additional Remarks Schedule,if more space is required) Per policy forms and conditions.Automatic Additional Insured Owners Lessees,or Contractors form ECC-319-0712;Automatic Waiver of Subrogation form ECC-320-0712;Blanket Primary and Non-Contributory Endorsement form ECC-548-0712;Blanket Additional Insured Owners Lessees or Contractors form CG 20 37 07 04;Designated Construction Proj Gen Aggregate Limit form CG 25 03 03 97;Business Auto Coverage Enhancement Endorsement form CA 88 10 01 10. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Federal Way PO Box 9718 AUTHORIZED REPRESENTATIVE Federal Way WA 98063 C "."4.7a!+<w� ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD H2O Technex;Aquatechnex LLC dba: Endorsement Number: 27 `f► Additional Insured — Owners, Lessees or Contractors — Completed Operations This endorsement,effective 7/15/2017 attaches to and forms a part of Policy Number FEl-ECC-16512-04.This endorsement changes the Policy. Please read it carefully. In consideration of an additional premium of$Applied,this endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Location And Description Of Completed Or Organization(s): Operations Any person(s)or organization(s)whom the Named Insured Those project locations where this agrees,in a written contract,to name as an additional insured. endorsement is required by contract. However,this status exists only for the project specified in that contract. Information required to complete this Schedule,if not shown above,will be shown in the Declarations. Section 11—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". CG 20 37 07 04 © ISO Properties, Inc.,2004 H2O Technex;Aquatechnex LLC dba: Endorsement Number: 28 Designated Construction Project(s) General Aggregate Limit This endorsement,effective 7/15/2017 attaches to and forms a part of Policy Number FEl-ECC-16512-04.This endorsement changes the Policy. Please read it carefully. In consideration of an additional premium of$Applied,this endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Projects: Those construction projects of the Named Insured when agreed to and required under written contract. However, this coverage only applies for the project specified in that contract. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. For all sums which the insured becomes legally obligated to pay as damages caused by"occurrences"under COVERAGE A(SECTION I),and for all medical expenses caused by accidents under COVERAGE C(SECTION 1), which can be attributed only to operations at a single designated"location" shown in the Schedule above: I. A separate Designated Construction Project General Aggregate Limit applies to each designated construction project,and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under COVERAGE A, except damages because of`bodily injury"or"property damage" included in the"products-completed operations hazard",and for medical expenses under COVERAGE C regardless of the number of: a. Insureds; b. Claims made or"suits"brought;or c. Persons or organizations making claims or bringing"suits". CG 25 03 03 97 Copyright,Insurance Services Office,Inc., 1996 � H2O Technex; Aquatechnex LLC dba: Endorsement Number:5 Automatic Additional Insured — Owners, Lessees or Contractors This endorsement,effective 7115/2017 attaches to and forms a part of Policy Number FE1-ECC-16512-04.This endorsement changes the Policy. Please read it carefully. In consideration of an additional premium of$Applied,this endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person(s)or organization(s)whom the Named Insured agrees,in a written contract,to name as an additional insured. However,this status exists only for the project specified in that contract. The person or organization shown in this Schedule is included as an insured,but only with respect to that person's or organization's vicarious liability arising out of your ongoing operations performed for that insured. ECC-319-0712 e1 H2O Technex;Aquatechnex LLC dba: Endorsement Number:6 Automatic Waiver of Subrogation Endorsement This endorsement,effective 7/15/2017 attaches to and forms a part of Policy Number FE1-ECC-16512-04.This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person(s)or organization(s)to whom the Named Insured agrees,in a written contract,to provide a waiver of subrogation. However,this status exists only for the project specified in that contract. The Company waives any right of recovery it may have against the person or organization shown in the above Schedule because of payments the Company makes for injury or damage arising out of the insured's work done under a contract with that person or organization. The waiver applies only to the person or organization in the above Schedule. Under no circumstances shall this endorsement act to extend the policy period, change the scope of coverage or increase the Aggregate Limits of Insurance shown in the Declarations. • ECC-320-0712 f*R H2O Technex;Aquatechnex LLC dba: Endorsement Number: 18 noeoarac , .,. Automatic Primary and Non-Contributory Insurance Endorsement Designated Work Or Project(s) This endorsement,effective 7/15/2017 attaches to and forms a part of Policy Number FEI-ECC-16512-04.This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the Coverage Part(s) indicated below: COMMERCIAL GENERAL LIABILITY COVERAGE CONTRACTORS POLLUTION LIABILITY COVERAGE PROFESSIONAL LIABILITY COVERAGE SCHEDULE Name of Person or Organization: Any person(s)or organization(s)whom the Named Insured agrees,in a written contract,to provide Primary and/or Non-contributory status of this insurance. However,this status exists only for the project specified in that contract In consideration of an additional premium of$Applied and notwithstanding anything contained in this policy to the contrary,it is hereby agreed that this policy shall be considered primary to any similar insurance held by third parties in respect to work performed by you under any written contractual agreement with such third party. It is further agreed that any other insurance which the person(s)or organization(s)named in the schedule may have is excess and non- contributory to this insurance. ECC-548-0317 COMMERCIAL AUTO CA 88 10 01 10 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. COVERAGE INDEX SUBJECT PROVISION NUMBER ADDITIONAL INSURED BY CONTRACT,AGREEMENT OR PERMIT 3 ACCIDENTAL AIRBAG DEPLOYMENT 12 AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM,SUIT OR LOSS 18 AMENDED FELLOW EMPLOYEE EXCLUSION 5 AUDIO,VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 13 BROAD FORM INSURED 1 BODILY INJURY REDEFINED 21 EMPLOYEES AS INSUREDS(including employee hired auto) 2 EXTENDED CANCELLATION CONDITION 22 EXTRA EXPENSE—BROADENED COVERAGE 10 GLASS REPAIR—WAIVER OF DEDUCTIBLE 15 HIRED AUTO PHYSICAL DAMAGE(including employee hired auto) 6 HIRED AUTO COVERAGE TERRITORY 20 LOAN/LEASE GAP 14 PARKED AUTO COLLISION COVERAGE(WAIVER OF DEDUCTIBLE) 16 PERSONAL EFFECTS COVERAGE 11 PHYSICAL DAMAGE—ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 8 RENTAL REIMBURSEMENT 9 SUPPLEMENTARY PAYMENTS 4 TOWING AND LABOR 7 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 17 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 19 SECTION II—LIABILITY COVERAGE is amended as follows: 1. BROAD FORM INSURED SECTION II—LIABILITY COVERAGE, paragraph A.1.—WHO IS AN INSURED is amended to include the following as an insured: d. Any legally incorporated entity of which you own more than 50 percent of the voting stock during the policy period. However, "insured"does not include any organization that: (1) Is a partnership or joint venture; or (2) Is an insured under any other automobile policy;or (3) Has exhausted its Limit of Insurance under any other automobile policy. Paragraph d. (2) of this provision does not apply to a policy written to apply specifically in excess of this policy. e. Any organization you newly acquire or form, other than a partnership or joint venture, of which you own more than 50 percent of the voting stock. This automatic coverage is afforded only for 180 days from the date of acquisition or formation. However, coverage under this provision does not apply: (1) If there is similar insurance or a self-insured retention plan available to that organization; 02010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 1 of 7 (2) If the Limits of Insurance of any other insurance policy have been exhausted; or (3) To "bodily injury" or "property damage" that occurred before you acquired or formed the organization. 2. EMPLOYEES AS INSUREDS SECTION II—LIABILITY COVERAGE,paragraph A.1.—WHO IS AN INSURED is amended to include the following as an insured: f. Any"employee"of yours while using a covered"auto"you do not own, hire or borrow but only for acts within the scope of their employment by you. Insurance provided by this endorsement is excess over any other insurance available to any"employee". g. An "employee" of yours while operating an "auto" hired or borrowed under a written contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business and within the scope of their employment. Insurance provided by this endorsement is excess over any other insurance available to the"employee". 3. ADDITIONAL INSURED BY CONTRACT,AGREEMENT OR PERMIT SECTION II—LIABILITY COVERAGE, paragraph A.1.—WHO IS AN INSURED is amended to include the following as an insured: h. Any person or organization with respect to the operation, maintenance or use of a covered "auto", provided that you and such person or organization have agreed in a written contract, agreement, or permit issued to you by governmental or public authority, to add such person, or organization, or governmental or public authority to this policy as an"insured". However, such person or organization is an"insured": (1) Only with respect to the operation,maintenance or use of a covered"auto"; (2) Only for"bodily injury" or"property damage"caused by an"accident"which takes place after you executed the written contract or agreement,or the permit has been issued to you;and (3) Only for the duration of that contract,agreement or permit 4. SUPPLEMENTARY PAYMENTS SECTION II—LIABILITY COVERAGE, Coverage Extensions,2.a. Supplementary Payments, paragraphs (2)and(4)are replaced by the following: (2) Up to$3,000 for cost of bail bonds(including bonds for related traffic violations) required because of an"accident"we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the insured at our request, including actual loss of earnings up to$500 a day because of time off from work. 5. AMENDED FELLOW EMPLOYEE EXCLUSION. In those jurisdictions where, by law, fellow employees are not entitled to the protection afforded to the employer by the workers compensation exclusivity rule, or similar protection, the following provision is added: SECTION II—LIABILITY, exclusion B.5. FELLOW EMPLOYEE does not apply if the"bodily injury"results from the use of a covered"auto"you own or hire. SECTION III—PHYSICAL DAMAGE COVERAGE is amended as follows: 6. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4. Coverage Extensions of SECTION III — PHYSICAL DAMAGE COVERAGE, is amended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss or Collision coverage are provided under the Business Auto Coverage Form for any"auto"you own, then the Physical Damage coverages provided are extended to"autos": a. You hire, rent or borrow; or ©2010 Liberty Mutual Insurance Company. All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 2 of 7 b. Your"employee" hires or rents under a written contract or agreement in that"employee's" name, but only if the damage occurs while the vehicle is being used in the conduct of your business, subject to the following limit and deductible: A. The most we will pay for"loss"in any one"accident"or"loss"is the smallest of: (1) $50,000;or (2) The actual cash value of the damaged or stolen property as of the time of the"loss";or (3) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality, minus a deductible. B. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. C. Subject to the limit, deductible and excess provisions described in this provision, we will provide coverage equal to the broadest coverage applicable to any covered"auto"you own. D. Subject to a maximum of$750 per"accident", we will also cover the actual loss of use of the hired "auto" if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss. E. This coverage extension does not apply to: (1) Any"auto"that is hired, rented or borrowed with a driver,or (2) Any"auto"that is hired, rented or borrowed from your"employee". For the purposes of this provision, SECTION V—DEFINITIONS is amended by adding the following: "Total loss" means a "loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. 7. TOWING AND LABOR SECTION III—PHYSICAL DAMAGE COVERAGE, paragraph A.2.Towing, is amended by the addition of the following: We will pay towing and labor costs incurred, up to the limits shown below, each time a covered "auto" classified and rated as a private passenger type,"light truck"or"medium truck"is disabled: a. For private passenger type vehicles,we will pay up to$50 per disablement. b. For"light trucks", we will pay up to $50 per disablement. "Light trucks" are trucks that have a gross vehicle weight(GVW)of 10,000 pounds or less. c. For"medium trucks" ,we will pay up to$150 per disablement. "Medium trucks"are trucks that have a gross vehicle weight(GVW)of 10,001 —20,000 pounds. However,the labor must be performed at the place of disablement. 8. PHYSICAL DAMAGE-ADDITIONAL TRANSPORTATION EXPENSE COVERAGE Paragraph A.4.a., Coverage Extension of SECTION III—PHYSICAL DAMAGE COVERAGE, is amended to provide a limit of$50 per day and a maximum limit of$1,500 ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 3 of 7 9. RENTAL REIMBURSEMENT SECTION III—PHYSICAL DAMAGE COVERAGE,A.COVERAGE, is amended by adding the following: a. We will pay up to$75 per day for rental reimbursement expenses incurred by you for the rental of an "auto" because of "accident" or "loss", to an "auto" for which we also pay a "loss" under Comprehensive, Specified Causes of Loss or Collision Coverages. We will pay only for those expenses incurred after the first 24 hours following the"accident"or"loss"to the covered"auto." b. Rental Reimbursement will be based on the rental of a comparable vehicle,which in many cases may be substantially less than$75 per day, and will only be allowed for the period of time it should take to repair or replace the vehicle with reasonable speed and similar quality, up to a maximum of 30 days. c. We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your tools and equipment from the covered"auto". d. This coverage does not apply unless you have a business necessity that other"autos" available for your use and operation cannot fill. e. If"loss"results from the total theft of a covered"auto"of the private passenger type,we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided under Paragraph 4.Coverage Extension. f. No deductible applies to this coverage. For the purposes of this endorsement provision, materials and equipment do not include "personal effects"as defined in provision 11. 10. EXTRA EXPENSE-BROADENED COVERAGE Under SECTION III—PHYSICAL DAMAGE COVERAGE,A. COVERAGE,we will pay for the expense of returning a stolen covered"auto"to you. The maximum amount we will pay is$1,000. 11. PERSONAL EFFECTS COVERAGE A. SECTION III — PHYSICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: If you have purchased Comprehensive Coverage on this policy for an"auto"you own and that"auto" is stolen, we will pay, without application of a deductible, up to$600 for"personal effects"stolen with the"auto." The insurance provided under this provision is excess over any other collectible insurance. B. SECTION V—DEFINITIONS is amended by adding the following: For the purposes of this provision, "personal effects" mean tangible property that is worn or carried by an insured." "Personal effects"does not include tools,equipment,jewelry, money or securities. 12. ACCIDENTAL AIRBAG DEPLOYMENT SECTION III—PHYSICAL DAMAGE COVERAGE, B. EXCLUSIONS is amended by adding the following: If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion for"loss" relating to mechanical breakdown does not apply to the accidental discharge of an airbag. Any insurance we provide shall be excess over any other collectible insurance or reimbursement by manufacturer's warranty. However, we agree to pay any deductible applicable to the other coverage or warranty. 13. AUDIO,VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION III — PHYSICAL DAMAGE COVERAGE, B. EXCLUSIONS, exception paragraph a. to exclusions 4.c. and 4.d. is deleted and replaced with the following: ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 4 of 7 Exclusion 4.c.and 4.d. do not apply to: a. Electronic equipment that receives or transmits audio,visual or data signals,whether or not designed solely for the reproduction of sound, if the equipment is permanently installed in the covered"auto"at the time of the"loss"and such equipment is designed to be solely operated by use of the power from the "auto's" electrical system, in or upon the covered "auto" and physical damage coverages are provided for the covered"auto";or If the "loss" occurs solely to audio, visual or data electronic equipment or accessories used with this equipment, then our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by a$100 deductible. 14. LOAN/LEASE GAP COVERAGE A. Paragraph C., LIMIT OF INSURANCE of SECTION III — PHYSICAL DAMAGE COVERAGE is amended by adding the following: The most we will pay for a "total loss" to a covered "auto" owned by or leased to you in any one "accident"is the greater of the: 1. Balance due under the terms of the loan or lease to which the damaged covered"auto"is subject at the time of the"loss"less the amount of: a. Overdue payments and financial penalties associated with those payments as of the date of the"loss", b. Financial penalties imposed under a lease due to high mileage, excessive use or abnormal wear and tear, c. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease, d. Transfer or rollover balances from previous loans or leases, e. Final payment due under a"Balloon Loan", f. The dollar amount of any unrepaired damage which occurred prior to the "total loss" of a covered"auto", g. Security deposits not refunded by a lessor, h. All refunds payable or paid to you as a result of the early termination of a lease agreement or as a result of the early termination of any warranty or extended service agreement on a covered"auto", i. Any amount representing taxes, j. Loan or lease termination fees;or 2. The actual cash value of the damage or stolen property as of the time of the"loss". An adjustment for depreciation and physical condition will be made in determining the actual cash value at the time of the"loss". This adjustment is not applicable in Texas. B. ADDITIONAL CONDITIONS This coverage applies only to the original loan for which the covered "auto" that incurred the loss serves as collateral,or lease written on the covered"auto"that incurred the loss. C. SECTION V—DEFINTIONS is changed by adding the following: As used in this endorsement provision, the following definitions apply: "Total loss" means a "loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. A"balloon loan"is one with periodic payments that are insufficient to repay the balance over the term of the loan,thereby requiring a large final payment. ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 5 of 7 15. GLASS REPAIR-WAIVER OF DEDUCTIBLE Paragraph D. Deductible of SECTION III — PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: No deductible applies to glass damage if the glass is repaired rather than replaced. 16. PARKED AUTO COLLISION COVERAGE(WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION III — PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: The deductible does not apply to "loss" caused by collision to such covered "auto" of the private passenger type or light weight truck with a gross vehicle weight of 10,000 lbs. or less as defined by the manufacturer as maximum loaded weight the"auto"is designed to carry while it is: a. In the charge of an"insured"; b. Legally parked;and c. Unoccupied. The"loss"must be reported to the police authorities within 24 hours of known damage. The total amount of the damage to the covered "auto" must exceed the deductible shown in the Declarations. This provision does not apply to any "loss" if the covered "auto" is in the charge of any person or organization engaged in the automobile business. SECTION IV—BUSINESS AUTO CONDITIONS is amended as follows: 17. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV-BUSINESS AUTO CONDITIONS, Paragraph B.2. is amended by adding the following: If you unintentionally fail to disclose any hazards, exposures or material facts existing as of the inception date or renewal date of the Business Auto Coverage Form, the coverage afforded by this policy will not be prejudiced. However, you must report the undisclosed hazard of exposure as soon as practicable after its discovery, and we have the right to collect additional premium for any such hazard or exposure. 18. AMENDED DUTIES IN THE EVENT OF ACCIDENT,CLAIM,SUIT,OR LOSS SECTION IV — BUSINESS AUTO CONDITIONS, paragraph A.2.a. is replaced in its entirety by the following: a. In the event of"accident",claim,"suit"or"loss", you must promptly notify us when it is known to: 1. You, if you are an individual; 2. A partner, if you are a partnership; 3. Member, if you are a limited liability company; 4. An executive officer or the "employee" designated by the Named Insured to give such notice, if you are a corporation. To the extent possible, notice to us should include: (1) How,when and where the"accident"or"loss"took place; (2) The"insureds" name and address; and (3) The names and addresses of any injured persons and witnesses. 19. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECTION IV—BUSINESS AUTO CONDITIONS, paragraph A.5.,Transfer of Rights of Recovery Against Others to Us, is amended by the addition of the following: If the person or organization has waived those rights before an"accident"or "loss", our rights are waived also. ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 6 of 7 20. HIRED AUTO COVERAGE TERRITORY SECTION IV — BUSINESS AUTO CONDITIONS, paragraph B.7., Policy Period, Coverage Territory, is amended by the addition of the following: f. For"autos" hired 30 days or less, the coverage territory is anywhere in the world, provided that the insured's responsibility to pay for damages is determined in a "suit", on the merits, in the United States,the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extension of coverage does not apply to an "auto" hired, leased, rented or borrowed with a driver. SECTION V-DEFINITIONS is amended as follows: 21. BODILY INJURY REDEFINED Under SECTION V—DEFINTIONS, definition C. is replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including mental anguish, mental injury,shock,fright or death resulting from any of these at any time. COMMMON POLICY CONDITIONS 22. EXTENDED CANCELLATION CONDITION COMMON POLICY CONDITIONS, paragraph A.—CANCELLATION condition applies except as follows: If we cancel for any reason other than nonpayment of premium, we will mail to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation. This provision does not apply in those states which require more than 60 days prior notice of cancellation. ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 7 of 7