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AG 19-029 - Transpo Group RETURN TO: PW ADMIN EXT: 2700 ID#: 3853 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM ORIGINATING DEPT/DIv: PUBLIC WORKS/Traffic Division ORIGINATING STAFF PERSON: Sarady Long EXT: 2743 3. DATE REQ.BY: Dec. 31, 2020 �. TYPE OF DOCUMENT(CHECK ONE): p CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ® CONTRACT AMENDMENT(AG#): 19-029 ❑ INTERLOCAL ❑ OTHER G. PROJECT NAME:On-Call Services NAME OFC[)ti!-R:tf'ToR. Transpo Group USA, Inc. ADDRESS: 12131 113th Ave NE Suite 203, Kirkland 98034 TELEPHONE:425-821-3665 E-MAIL:ion.Pascal atranspogrou'Cam FAX: SIGNATURE IN:AME: Jon Pascal TITLE: Principal i. EXHIBITS AND ATTACHMENTS:® SCOPE,WORK OR SERVICES ❑COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHEF REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE# BL,EXP. 12/31/— UBI# EXP. TERM: COMMENCEMENT DATE: 3-1 5-2019 COMPLETION DATE: 12-31-2021 i. TOTAL COMPENSATION:$150,000.00 (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑YES [3 NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑YES ❑NO IF YES,$ PAID BY: ❑CONTRACTOR ❑CITY RETAINAGE: RETAINAGE AMOUNT: c RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 101430023054310410 I. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER SL-12/11/2020 ❑ DIVISION MANAGER RP 12/24/2020 ❑ DEPUTY DIRECTOR DSW 1212912020 ❑ DIRECTOR =-- ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW DEPT ER 12/30/2020 O. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 1. 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 1 I L4 I Z- Y SIGNATORY(MAYOR OR DIRECTOR) CCITY CLERIC ❑ ASSIGNED AG# AG ❑ SIGNED COPY RETURNED DATE SENT: :OMMENTS: ;XECUTE" "ORIGINALS >mend AG#19-029 to extend term,compensation and additional services. Increase compensation by$150,000(Up to$200,000 total contract amount). Contractor will not commence work intil the City provided written authorization with agreed budget and schedule. 1/2020 cEry OF CITY HALL South A Federal Way Feder 8th Avenue 8003 Federal Way,WA 98003-6325 -- (253)835-7000 www cityo8ederalway.com AMENDMENT NO. 1 TO PROFESSIONAL SERVICE AGREEMENT FOR ON-CALL TRAFFIC SERVICES This Amendment ("Amendment No. I") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Transpo Group USA, 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 On-call traffic services ("Agreement") dated effective March 15, 2019, 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, 2021("Amended Term"). 2. AMENDED SERVICES. The Services, as described in Exhibit A and as referenced by Section 2 of the Agreement, shall be amended to include,in addition to the Services and terms required under the original Agreement and any prior amendments thereto, those additional services described in Exhibit A-1 attached hereto and incorporated by this reference ("Additional Services"). 3. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment,as delineated in Exhibit 13-1,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 Amended Term.Except as otherwise provided in an attached Exhibit,the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 4. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto,not modified by this Amendment,shall remain in full force and effect.Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment,which is binding on the parties of this contract. [Signature page follows] AMENDMENT#1 - 1 - 3/2017 CITY OF CITY HALL Federal Way Feder l Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www al yoffederal way.com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: By: wAft�&U� Jim ell, Mayor S6bh61e Courtney, CM , City Clerk 401 DATE: 9 APPROVED AS TO FORM: for J. Ryan Call, City Attorney TRANSPO GROUP USA, INC.: By: Printed Name: Jon Pascal, PE, PTOE Title: Principal Date: k-)0 2 k STATE OF WASHINGTON ) ) ss. COUNTY OF n ) On this day personally appeared before me Jon Pascal,to me known to be the Principal of Transpo Group USA,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 day of , 20 21. ��•� ��� Notary's signature (All � ..••-••.,� Notary's printed name ' c • = OTA v �0 Notary Public in and or the State of Washington. (JS ,� N Ry M commission expires 0413 `0 2c)2 ,s► — CI 5' AMENDMENT #1 - 2 - 3/2017 cixv OF CITY HALL Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoflederalway.com EXHIBIT A-1 ADDITIONAL SERVICES To provide transportation planning and engineering support to the City of Federal Way in reviewing of materials related to the permitting, design, analysis, and construction of Sound Transit Light Rail facilities within the City. The City of Federal Way is working to install new sidewalks along the frontage of Lakota Park which is immediately adjacent to Lakota Middle School. The sidewalks will improve existing school walk routes and allow the City to expand the school speed zone to SR 509 between SW 312th Street and 21"Avenue SW. Transpo will provide support in performing a school speed zone analyses and prepare channelization plans as required by WSDOT. At such time requested by the City, Transpo Group ("Contractor") shall assist the City by providing third party professional engineering services including but not limited to transportation engineering and engineering plans review services. Services will be provided on a task order basis as identified by the City. For each task order, Contractor will provide the City with a summary of tasks to be conducted, an estimated fee, and a schedule. Services shall be performed within the agreed budget and schedule. To facilitate project schedules, the task orders may be in email format. Contractor will not commence work until the City has provided written authorization via email, fax, or letter. The City is not obligated to assign any specific number of tasks to Contractor, and the City's and Contractor's obligation hereunder are limited to the tasks assigned in writing. The Contractor shall do or provide the following in addition to Services in previous Exhibits: Task#5: Sound Transit Federal Way Link Extension Materials -Transpo will support the City of Federal Way in their review of materials submitted by Sound Transit or its representatives related to the permitting, design, and construction of Federal Way Link Extension facilities within Federal Way. Task#6: Sound Transit Tacoma Dome Link Extension Materials-Transpo will support the City of Federal Way in their review of materials submitted by Sound Transit or its representatives related to the permitting, design, and construction of Tacoma Dome Link Extension facilities within Federal Way. Task#7: Sound Transit Operations and Maintenance Facility(OMF)Materials-Transpo will support the City of Federal Way in their review of materials submitted by Sound Transit or its representatives related to the permitting, design, and construction of Operations and Maintenance Facility within Federal Way. The following services may be included as part of task order#5 through task order#7. Strategic Advice • Advise the City regarding transportation issues related to Sound Transit project proposals and environmental review. Examples include positions regarding alignment, station location,benefits and costs,traffic safety, access, and/or other impacts related to Sound Transit proposals. Technical Support • Assist with the technical review of Sound Transit materials or project proposals • Review analyses or design materials submitted to the City by Sound Transit or its representatives • Support City staff in performing additional evaluation or review of issues pertaining to Sound Transit projects AMENDMENT#1 - 3 - 3/2017 CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way,WA 9803-6325 (253) 835-7000 www cilyoffederalway.com • Develop material to assist in the review of project proposals by Sound Transit Meetings/Coordination • Attend or participate in meetings with City staff, or Sound Transit staff and its representatives Deliverables • Monthly progress reports and invoices • Regular phone calls, emails, and coordination with City staff • Attendance at meetings, as needed • Preparation of materials summarizing review comments or analyses Task #8: School Speed Zone Study and Channelization Plans - Conduct a study in support of establishing a school speed zone on SR 509 between SW 312th Street and 21 st Avenue SW and prepare channelization plans for WSDOT review and approval. The scope of work will be consistent with Section 6.4 of the WSDOT Traffic Manual.A local agency must complete and submit n school speed zone analysis when requesting establishment of a new school speed zone along a state highway. The analysis will include the following: • Prepare a memo outlining the reasons for the proposal, and any previously tried corrective measures and results. Include the following in the memo: o A description of the roadway characteristics including geometrics, lane and shoulder width and condition, grade and sight distance, etc. o A map showing SR/MP, speed study locations and results, including 85th percentile speeds. Show pedestrian walkways, schools, accesses, significant traffic generators, newly developed areas, etc. Show locations of existing and proposed speed limit signs and curve or turn warning signs and applicable speed advisories. o Summarize collision history for the past three years together with collision rates. o Description of any changes to geometrics, sight distances, lane widths, and shoulders. o Include a copy of any local agency ordinance required for a managed access highway segment within an incorporated city or town. o Attach any copies of any citizen petitions or other letters regarding the proposed speed zone. o Channelization Plans for WSDOT review and approval along SW Dash Point Rd(SR 509). City Support The City of Federal Way will provide: 1. Relevant background materials 2. Existing collision data 3. Existing traffic volume and speed data 4. Existing pedestrian and bike counts if available Deliverables • Memorandum summarizing the results of the school zone analysis • Map of the proposed school zone consistent with WSDOT requirements • Channelization Plans on SW Dash Point Road(SR 509) approved by WSDOT Schedule The task order includes on-going support services, therefore timelines will be determined as needs arise. AMENDMENT #1 -4 - 3/2017 CITY OF CITY HALL Federal Way Feder l Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www.cilyoffederalmy..com EXHIBIT B-1 ADDITIONAL COMPENSATION 1. Total Compensation: In return for the additional Services, the City shall pay the Contractor an additional amount not to exceed One Hundred Fifty Thousand and 00/100 Dollars($150,000.00).The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments,and this Amendment shall be an amount not to exceed Two Hundred Thousand and00/100 Dollars ($200,000.00). AMENDMENT #1 - 5 - 3/2017 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 12/11/2020 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 Dealey, Renton&Associates PH� FAX P. O. Box 12675 _cWC.No.Extl:510-465=3090 A/c :510L452-2193 E-MAIL Oakland, CA 94604-2675 AAOREss: Certifica.es.�DDea!i�yrenton.com License#0020739 INSURER(SI AFFORDING COVERAGE NAIC# INSURER A:Charter Oak Fire Insurance Company 25615 INSURED TRANGRO-08 INSURER a:BeaZley Insurance Company Inc 37540 Transpo Group USA, Inc. INSURER C:Travelers Property Casualty Company of America 25674 12131 113th Ave NE, Suite 203 Kirkland,WA 98034 INSURERD:HARTFORD INSURANCE COMPANY 38288 425 821-3665 INSURER E:The Travelers Indemnity Company of Connecticut 25682 INSURER F COVERAGES CERTIFICATE NUMBER:1347442856 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 ADDCSUBR POLICY EFF POLICY EXP i TR TYPE OF INSURANCE tNSD WVDI POLICY NUMBER MM/DD/YVYV fMM/DD/YYVV) LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y 68051-1922543 1/1/2021 1/1/2022 EACH OCCURRENCE $1,000,000 -0 RENTED CLAIMS-MADE u OCCUR PREMISES Ea occurrence) $1,000,000 X Contractual Liab MED EXP(Any oneperson) $10,000 X XCU Included PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY nX PRO- JECT LOC PRODUCTS-COMP/OP AGG I$2,000,000 OTHER: Is E AUTOMOBILE LIABILITY Y Y BA3R390266 1/1/2021 1/1/2022 Eaa $1.000,000 ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident)'$ AUTOS ONLY AUTOS X HIRED Ix NON-OWNED PROPERTYDAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X UMBRELLALIAB X I OCCUR CUP4F625338 1/1/2021 1/1/2022 EACH OCCURRENCE $5'000,000 EXCESS LIAB CLAIMS-MADE i AGGREGATE $5,000,000 ... • -----.. X I RETENTION$ $ WORKERS COMPENSATION Y 57WECZS7222 1/1/2021 1/1/2022 X STATUTEWA-Stop Gap PER OTH AND EMPLOYERS'LIABILITY Y/N 6805H922543 1/1/2021 1/1/2022 ANYPROPRIETOR/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 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 B Professional Liability C1D535210501 1/1/2021 1/1/2022 $2.000,000 Per Claim Claims Made Form $4.000,000 Annual Aggregate DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached If more space is required) Project Name/Number:Federal Way On-Call Traffic Services 18389.00--City of Federal Way is named as Additional Insured as respects General and Auto Liability as required per written contract or agreement.General Liability insurance is Primary/Non-Contributory per policy form wording. CERTIFICATE HOLDER CANCELLATION 30 Day NOC/10 Day for NonPay of Prem 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 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD GENERAL PURPOSE ENDORSEMENT POLICY NUMBER: 680-5H922543-21-47 OFFICE PAC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG2037 (07-04) - ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: 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 SCHEDULE NAMES OF ADDITIONAL INSURED PERSON(S) OR ORGANIZATION(S): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the products-completed operation s hazard, provided that such contract was signed by you before, and is in effect when, the "bodily injury or "property damage" occurs. LOCATION AND DESCRIPTION OF COMPLETED OPERATIONS:Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (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', '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 Copyright ISO Properties, Inc. 2004 CG T8 02 01 20 Page 1 of 1 GENERAL PURPOSE ENDORSEMENT POLICY NUMBER: 680-5H922543-21-47 OFFICE PAC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CGD361 (03-05) - ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR This endorsement modifies insurance provided under the following: 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 SCHEDULE NAMES OF ADDITIONAL INSURED PERSON(S) OR ORGANIZATION(S): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before,and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. LOCATION OF COVERED OPERATIONS: Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (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 ADDITIONALINSURED THE PERSON(S) OR ORGANIZATION(S) SHOWN IN THE SCHEDULE, BUT ONLY WITH RESPECT TO LIABILITY FOR "BODILY INJURY", "PROPERTY DAMAGE", PERSONAL INJURY OR "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. B. WITH RESPECT TO THE INSURANCE AFFORDED TO THESE ADDITIONAL INSURED, THE FOLLOWING ADDITIONAL EXCLUSIONS APPLY: CG T8 01 01 20 Page 1 of 2 GENERAL PURPOSE ENDORSEMENT POLICY NUMBER: 680-5H922543-21-47 OFFICE PAC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CGD361 (03-05) - ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR This endorsement modifies insurance provided under the following: THIS INSURED DOES NOT APPLY TO 'BODILY INJURY' OR"PROPERTY DAMAGE" OCCURRING, OR"PERSONAL INJURY' OR "ADVERTISING INJURY' ARISING OUT OF AN OFFENSE COMMITTED, AFTER: 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. CG D3 61 03 05 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. CG T8 01 01 20 Page 2 of 2 Trans o Group USA, Inc. COMMERCIAL GENERAL LIABILITY COVERAGE NAMED INSURED: p p POLICY NUMBER: 68051-1922543 ADDITIONAL COVERAGES BY WRITTEN CONTRACT OR AGREEMENT This is a summary of the coverages provided under the following forms (complete forms available): Excerpt from COMMERCIAL GENERAL LIABILITY COVERAGE (FORM #CG T1 00 02 19) SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS 4. OTHER INSURANCE - d. PRIMARY AND NON-CONTRIBUTORY INSURANCE IF REQUIRED BY WRITTEN CONTRACT: If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage 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 insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1)The "bodily injury" or"property damage"for which coverage is sought occurs; and (2)The "personal and advertising injury"for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. Excerpt from XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS (FORM #CG D3 79 02 19) PROVISION M. - BLANKET WAIVER OF SUBROGATION - WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or"property damage"that occurs; or b. "Personal and advertising injury" caused by an offense that is committed; subsequent to the signing of that contract or agreement. Page 1 Policy: BA3R390266 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDMONAL BHSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following is added to Paragraph c. in A.1., Who between you and that person or organization, that is Is An Insured, of SECTION II — COVERED AUTOS signed by you before the "bodily injury" or "property LIABILITY COVERAGE in the BUSINESS AUTO damage" occurs and that is in effect during the policy COVERAGE FORM and Paragraph e. in A.1., Who Is period, to name as an additional insured for Covered An Insured, of SECTION II — COVERED AUTOS Autos Liability Coverage, but only for damages to LIABILITY COVERAGE in the MOTOR CARRIER which this insurance applies and only to the extent of COVERAGE FORM, whichever Coverage Form is that person's or organization's liability for the conduct part of your policy: of another"insured". This includes any person or organization who you are required under a written contract or agreement CA T4 37 02 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. POLICY NUMBER: BA3R390266 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET T A DMONAL INSURED - PRWARY AND NON-CONTRIBUTORY kf0TH OTHER@ SU Af C This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 2. The following is added to Paragraph B.5., Other 1. The following is added to Paragraph A.1.c., Who Insurance of SECTION IV — BUSINESS AUTO Is An Insured, of SECTION II — COVERED CONDITIONS: AUTOS LIABILITY COVERAGE: Regardless of the provisions of paragraph a. and This includes any person or organization who you paragraph d. of this part 5. Other Insurance, this are required under a written contract or insurance is primary to and non-contributory with agreement between you and that person or applicable other insurance under which an organization, that is signed by you before the additional insured person or organization is the "bodily injury" or "property damage" occurs and first named insured when the written contract or that is in effect during the policy period, to name agreement between you and that person or as an additional insured for Covered Autos organization, that is signed by you before the Liability Coverage, but only for damages to which "bodily injury" or "property damage" occurs and this insurance applies and only to the extent of that is in effect during the policy period, requires that person's or organization's liability for the this insurance to be primary and non-contributory. conduct of another"insured". CA T4 74 02 16 ©2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission Policy# BA3R390266 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WMER OF SUBROGATiON This endorsement modifies insurance provided under the following:. AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us, of the prior to any "accident" or 'loss", provided that the CONDITIONS Section: "accident" or 'loss" arises out of the operations 5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- We waive any right of recovery we may have nated in such contract. against any person or organization to the extent CA T3 40 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WORKERS' COMPENSATION BROAD FORM ENDORSEMENT EXTENDED OPTIONS Policy Number: ""ECZS7222 Endorsement Number: Effective Date: 01101/2021 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Transpo Group USA,Inc. Kirkland,WA 98034 Section I of this endorsement expands coverage provided under WC 00 00 00. Section II of this endorsement provides additional coverage usually only provided by endorsement. Section III of this endorsement is a Schedule of Covered States. You may use the index to locate these coverage features quickly: INDEX SUBJECT PAGE SUBJECT PAGE SECTION 1 2 B. Part One Does Not Apply 3 PARTS ONE and TWO 2 C. Application of Coverage 3 01 We Will Also Pay 2 D. Additional Exclusions 3 PART-THREE 2 E. West Virginia 3 02 How This Insurance Works 2 EXTENDED OPTIONS 4 PART-SIX 2 01 Employers' Liability Insurance 4 03 Transfer of Your Rights and Duties 2 02 Unintentional Failure to Disclose 4 04 Cancellation 2 Hazards 05 Liberalization 2 03 Waiver of Our Right to Recover from 4 SECTION II 2 Others VOLUNTARY COMPENSATION INSURANCE 2 04 Foreign Voluntary Compensation 4 06 Voluntary Compensation Insurance A. How This Reimbursement Applies 4 A. How This Insurance Applies 2 B. We Will Reimburse 4 B. We Will Pay 2 C. Exclusions 4 C. Exclusions 3 D. Before We Pay 5 D. Before We Pay 3 E. Recovery From Others 5 E. Recovery From Others 3 F. Reimbursement For Actual Loss 5 F. Employers' Liability Insurance 3 Sustained EMPLOYERS'LIABILITY STOP GAP 3 G. Repatriation 5 ENDORSEMENT 3 H. Endemic Disease 5 07 Employers' Liability Stop Gap 05 Longshore and Harbor Workers' 5 Coverage 3 Compensation Act Coverage A. Stop Gap Coverage Limited to Endorsement Montana, North Dakota, Ohio, 3 SECTION 111 6 Washington, West Virginia and 01 Schedule of Covered States 6 Wyoming F o r m W C 9 9 0 3 0 1 B Printed in U.S.A. (Ed. 8/00) Pagel of 6 Process Date: Policy Expiration Date: © 2000, The Hartford SECTION I PARTS ONE and TWO the Information Page, coverage will not be 1. WE WILL ALSO PAY afforded for that state unless we are notified D. We Will Also Pay of Part One (WORKERS' within sixty days. COMPENSATION INSURANCE); and PART SIX E. We Will Also Pay of Part Two (EMPLOYERS' LIABILITY INSURANCE) is replaced by the 3. Transfer Of Your Rights and Duties following: C. Transfer Of Your Rights and Duties of Part 6 We Will Also Pay (Conditions) is replaced by the following: We will also pay these costs, in addition to Your rights or duties under this policy may not other amounts payable under this insurance, be transferred without our written consent. as part of any claim, proceeding, or suit we If you die and we receive notice within sixty defend: days after your death, we will cover your legal 1. reasonable expenses incurred at our representative as insured. request, INCLUDING loss of earnings; 4. Cancellation 2. premiums for bonds to release Paragraph 2. of D. Cancellation of Part 6 attachments and for appeal bonds in bond (Conditions) is replaced by the following: amounts up to the limit of our liability 2. We may cancel this policy. We must mail or under this insurance; deliver to you not less than 15 days advance 3. litigation costs taxed against you; written notice stating when the cancellation is 4. interest on a judgment as required by law to take effect. Mailing that notice to you at until we offer the amount due under this your mailing address shown in Item 1 of the law; and Information Page will be sufficient to prove notice. 5. expenses we incur. 5. Liberalization PART THREE If we adopt a change in this form that would broaden the coverage of this form without extra 2. How This Insurance Applies charge, the broader coverage will apply to this Paragraph 4. of A. How This Insurance Applies policy. It will apply when the change becomes of Part 3 (Other States Insurance) is replaced by effective in your state. the following: 4. If you have work on the effective date of this policy in any state not listed in Item 3.A. of SECTION II VOLUNTARY COMPENSATION AND EMPLOYERS' 2. The bodily injury must arise out of and in LIABILITY COVERAGE the course of employment or incidental to 6. Voluntary Compensation Insurance work in a state shown in Item 3.A. of the Information Page. A. How This Insurance Applies 3. The bodily injury must occur in the United This insurance applies to bodily injury by States of America, its territories or accident or bodily injury by disease. Bodily possessions, or Canada, and may occur injury includes resulting death. elsewhere if the employee is a United 1. The bodily injury must be sustained by any States or Canadian citizen, or otherwise officer or employee not subject to the legal resident, and legally employed, in the workers' compensation law of any state United States or Canada and temporarily shown in Item 3.A. of the Information away from those places. Page. Form WC 99 03 01 B Printed in U.S.A. (Ed. 8/00) Page 2 of 6 4. Bodily injury by accident must occur keep an amount equal to our expenses of during the policy period. recovery and the benefits we paid. We will 5. Bodily injury by disease must be caused pay the balance to the persons entitled to it. If or aggravated by the conditions of the the persons entitled to the benefits of this officer's or employee's employment. The insurance make a recovery from others, they officer's or employee's last day of last must reimburse us for the benefits we paid exposure to the conditions causing or them. aggravating such bodily injury by disease F. Employers' Liability Insurance must occur during the policy period. Part Two (Employers' Liability Insurance) B. We Will Pay applies to bodily injury covered by this We will pay an amount equal to the benefits endorsement as though the State of that would be required of you as if you and Employment was shown in Item 3.A. of the your employees were subject to the workers' Information Page. compensation law of any state shown in Item This provision 6. does not apply in New Jersey or 3.A. of the Information Page. We will pay Wisconsin. those amounts to the persons who would be EMPLOYERS' LIABILITY STOP GAP COVERAGE entitled to them under the law. C. Exclusion 7. Employers'Liability Stop Gap Coverage A. This coverage only applies in Montana, North This insurance does not cover: Dakota, Ohio, Washington, West Virginia and 1. any obligation imposed by workers' Wyoming. compensation or occupational disease law B. Part One (Workers' Compensation Insurance) or any similar law. does not apply to work in states shown in 2. bodily injury intentionally caused or Paragraph A above. aggravated by you. C. Part Two (Employers' Liability Insurance) 3. officers or employees who have elected applies in the states, shown in Paragraph A., not to be subject to the state workers' as though they were shown in Item 3.A. of the compensation law. Information Page. 4. partners or sole proprietors not covered D. Part Two, Section C. Exclusions is changed under the Standard Sole Proprietors, by adding these exclusions. Partners, Officers and Others Coverage This insurance does not cover; Endorsement. 5. bodily injury intentionally caused or D. Before We Pay aggravated by you or in Ohio bodily injury Before we pay benefits to the persons entitled resulting from an act which is determined to them, they must: by an Ohio court of law to have been 1. Release you and us, in writing, of all committed by you with the belief than an responsibility for the injury or death. injury is substantially certain to occur. However, the cost of defending such 2. Transfer to us their right to recover from claims or suits in Ohio is covered. others who may be responsible for the injury or death. 13. bodily injury sustained by any member of 3. Cooperate with us and do everything the flying crew of any aircraft. necessary to enable us to enforce the right 14. any claim for bodily injury with respect to to recover from others. which you are deprived of any defense or If the persons entitled to the benefits of this defenses or are otherwise subject to penalty because of default in premium insurance fail to do those things, our duty to under the provisions of the workers' pay ends at once. If they claim damages from compensation law or laws of a state you or from us for the injury or death, our duty to pay ends at once. shown in Paragraph A. E. Recovery From Others E. This insurance applies to damages for which you are liable under West Virginia Code Annot. If we make a recovery from others, we will S 23-4-2. Form WC 99 03 01 B Printed in U.S.A. (Ed. 8/00) Page 3 of 6 EXTENDED OPTIONS 1. Employers' Liability Insurance 4. Foreign Voluntary Compensation and Item 3.13. of the Information Page is replaced by Employers'Liability Reimbursement the following: A. How This Reimbursement Applies B. Employers' Liability Insurance: This reimbursement provision applies to bodily 1. Part Two of the policy applies to work in injury by accident or bodily injury by disease. each state listed in Item 3.A. Bodily injury includes resulting death. 1. The bodily injury must be sustained by an The Limits of Liability under Part Two are officer or employee. the higher of: 2. The bodily injury must occur in the course of employment necessary or incidental to Bodily Injury work in a country not listed in Exclusion by Accident $500,000 Each Accident C.1. of this provision. 3. Bodily injury by accident must occur Bodily Injury during the policy period. by Disease $500,000 Policy Limit 4. Bodily injury by disease must be caused or aggravated by the conditions of your Bodily Injury employment. The officer or employee's by Disease $500,000 Each Employee last exposure to those conditions of your employment must occur during the policy OR period. B. We Will Reimburse 2. The amount shown in the Information We will reimburse you for all amounts paid by Page. you whether such amounts are: This provision 1 of EXTENDED OPTIONS does not 1. voluntary payments for the benefits that apply in New York because the Limits Of Our would be required of you if you and your Liability are unlimited. officers or employees were subject to any In this provision the limits are changed from workers' compensation law of the state of $500,000 to $1,000,000 in California. hire of the individual employee. 2. Unintentional Failure to Disclose Hazards 2. sums to which Part Two (Employers' If you unintentionally should fail to disclose all Liability Insurance) would apply if the existing hazards at the inception date of your Country of Employment were shown in policy, we shall not deny coverage under this Item 3.A. of the Information Page. policy because of such failure. C. Exclusions 3. Waiver of Our Right To Recover From Others This insurance does not cover: A. We have the right to recover our payments 1. any occurrences in the United States, from anyone liable for an injury covered by this Canada, and any country or jurisdiction policy. We will not enforce our right against which is the subject of trade or economic any person or organization for whom you sanctions imposed by the laws or perform work under a written contract that regulations of the United States of requires you to obtain this agreement from us. America in effect as of the inception date This agreement shall not operate directly or of this policy. indirectly to benefit anyone not named in the 2. any obligation imposed by a workers' agreement. compensation or occupational disease B. This provision 3. does not apply in the states law, or similar law. of Pennsylvania and Utah. 3. bodily injury intentionally caused or aggravated by you. Form WC 99 03 01 B Printed in U.S.A. (Ed. 8/00) Page 4 of 6 4. liability for any consequence, whether of America necessarily incurred as a direct direct or indirect, of war, invasion, act of result of bodily injury. Foreign enemy, hostilities (whether war be Our reimbursement shall be limited as follows: declared or not), civil war, rebellion, revolution, insurrection or military or 1. to the amount by which such expenses usurped power. No endorsement now or exceed the normal cost of returning the subsequently attached to this policy shall officer or employee if in good health, or be construed as overriding or waiving this 2. in the event of death, to the amount by limitation unless specific reference is which such expenses exceed the normal made thereto. cost of returning the officer or employee if D. Before We Pay alive and in good health. Before we reimburse you for the benefits to the In no event shall our reimbursement exceed persons entitled to them, you must have them: the bodily injury by accident limit shown in Item 3.13. of the Information Page as respects 1. release you and us, in writing, of all any one such officer or employee whether responsibility for the injury or death, dead or alive. 2. transfer to us their right to recover from H. Endemic Disease others who may be responsible for their injury or death, The word "disease" includes any endemic diseases. 3. cooperate with us and do everything necessary to enable us to enforce the right The coverage applies as if endemic diseases were included in the provisions of the workers' to recover from others. If the persons entitled to the benefits paid fail compensation law. to do these things, our duty to reimburse ends 5. Longshore and Harbor Workers' Compensation at once. If they claim damages from us for the Act Coverage injury or death, our duty to reimburse ends at General Section C. Workers' Compensation once. Law is replaced by the following: E. Recovery From Others C. Workers'Compensation Law If we make a recovery from others, we will Workers' Compensation Law means the keep an amount equal to our expenses of workers or workers' compensation law and recovery and the benefits we reimbursed. We occupational disease law of each state or will pay the balance to the persons entitled to territory named in Item 3.A. of the Information it. If persons entitled to the benefits make a Page and the Longshore and Harbor Workers' recovery from others, they must repay us for Compensation Act (33 USC Sections 901- the amounts that we have reimbursed you. 950). It includes any amendments to those F. Reimbursement for Actual Loss Sustained laws that are in effect during the policy period. It does not include any other federal workers This endorsement provides only for or workers' compensation law, other federal reimbursement for the loss you actually occupational disease law or the provisions of sustain. In order for you to recover loss or any law that provide nonoccupational disability expenses under this reimbursement you must: benefits. 1. actually sustain and pay the loss or Part Two (Employers' Liability Insurance), C. expense in money after trial, or Exclusions, exclusion 8, does not apply to 2. secure our consent for the payment of the work subject to the Longshore and Harbor loss or expense. Workers' Compensation Act. G. Repatriation This coverage does not apply to work subject Our reimbursement includes the additional to the Defense Base Act, the Outer expenses of repatriation to the United States Continental Shelf Lands Act, or the Nonappropriated Fund Instrumentalities Act. Form WC 99 03 01 B Printed in U.S.A. (Ed. 8/00) Page 5 of 6 SECTION III 1. SCHEDULE OF COVERED STATES B. If a state, shown in Item 3.A. of the Information A. This endorsement only applies in the states Page, approves this endorsement after the listed in this Schedule of Covered States. effective date of this policy, this endorsement will apply to this policy. The coverage will apply in the new state on the effective date of the state approval. C. Schedule of Covered States: Countersigned by Authorized Representative Form WC 99 03 01 B Printed in U.S.A. (Ed. 8/00) Page 6 of 6 transpo soup WHAT TRAM ORTATION CAN BE. Project Contract Signature Authority The Principals of the firm are solely authorized to sign legally binding project contracts on behalf of the firm. Prior to signing, all contracts must be reviewed by the firm's risk management.The following Principals are delegated authority to sign legally binding project contracts: Bruce R. Haldors Michael J.Swenson Kevin R. Collins Jon C. Pascal Daniel G. McKinney Kevin L.Jones Patrick B. Lynch John H. Duesing Approved by: 13ruce R. Haldors President/CEO Transpo Group USA, Inc. Last updated:January 1, 2019 12131 113th Avenue NE, Suite 203, Kirkland, WA 98034 425.821.3665 1 tranSpogroup.com ISINESS INFORMATION ness Name: \NSPO GROUP USA,INCORPORATED Number: 258 009 mess Type: PROFIT CORPORATION ness Status: rIVE cipal Office Street Address: fl 113TH AVE NE STE 203,KIRKLAND,WA,98034-6944,UNITED STATES cipal Office Mailing Address: fl 113TH AVE NE STE 203,KIRKLAND,WA,98034-6944,UNITED STATES iration Date: 1/2020 ;diction: TED STATES,WASHINGTON nation/Registration Date: 5/2012 od of Duration: tPETUAL tive Date: ire of Business: )FESSIONAL,SCIENTIFIC&TECHNICAL SERVICES :GISTERED AGENT INFORMATION istered Agent Name: ICE HALDORS :t Address: it 113TH AVE NE STE 203,KIRKLAND,WA,98034-6944,UNITED STATES ling Address: fl 113TH AVE NE STE 203,KIRKLAND,W.A,98034-6944,UNITED STATES )VERNORS e Governors Type Entity Name First Name Last Name VERNOR INDIVIDUAL BRUCE HALDORS VERNOR INDIVIDUAL MCKINNEY JR DANIEL VERNOR INDIVIDUAL SWENSON MICHAEL VERNOR INDIVIDUAL BRINKERHOFF SARAH 4- RETURN TO: PW ADMIN EXT: 2700 ID#: ti, 4:-) i '' 3/4 (DI Co CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ stst . 1)11/44. 2. ORIGINATING STAFF PERSON: a,�Q, EXT: 2:144."S3. DATE REQ.BY: 3. TYPE OF DOCUMENT(CHECK ONE): CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP • PUBLIC WORKS CONTRACT CO�■ SMALL OR LIMITED PUBLIC WORKS CONTRACT PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT o GOODS AND SERVICE AGREEMENT o HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT o SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) o ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): 0 INTERLOCAL ❑ OTHER 4. PROJECT NAME: Oh—CAA ykV'L, •11 V CL-ILS 5. NAME OF CONTRACTOR: I. A.S/O _ lel 1 I II C. ADDRESS: _ 31 At._ k 9_ . 4.€ i 03 ! 1 4•#a TELEPHONE: 44.SZ( ' ( FJ E-MAIL: FAX: SIGNATURE ( SIGNATURE NAME: .' jYl. /SSCAC TITLE:'Tr;t.fG Pad 6. EXHIBITS AND ATTACHMENTS: 0 SCOPE,WORK OR SERVICES 0 COMPENSATION 0 INSURANCE REQUIREMENTS/CERTIFICATE 0 ALL OTHER REFERENCED EXHIBITS, io PROOF OF AUTHORITY TO SIGN o REQUIRED LICENSES ,LCONTRACT/AMENDMENTSPRIOR p CFW LICENSE# 11'L01,3 D4 BL,EXP. l2/31/�q [ail#(Q03.Z bO ( ,EXP. l2/ ( / (C1 7. TERM: COMMENCEMENT DATE: r C�3`-1 J -a0 t COMPLETION DATE: . 1 J -czO 8. TOTAL COMPENSATION:$ 0-0e O OO (INCLUDE EXPENSES AND 444 SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: 0 YES o NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: o YES ❑NO IF YES,$ PAID BY: ❑CONTRACTOR 0 CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED 101 '3b O a.3O S LC3 k0 x( 10 X PURCHASING: PLEASE CHARGE TO: I11S1 CD N-(-12-fi-c J-F 9. DOCUMENT/CONTRACT REVIEW INITIAL/DATE ' VIE .D INITIAL/DATE "PROVED PROVED PROJECT MANAGER i LlIr :A DIVISION MANAGER r L, /�/�� w_ y %��� DEPUTY DIRECTOR mramm/�NO .�� `DIRECTOR "42 W e / _ l o RISK MANAGEMENT (IF APPLICABLE) /� LAW DEPT Ivry k((a-f 18 `CS' 2-/J!/r q 10. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTINGl7 1^ �� I ��t. wSENTTO VENDOR/CONTRACTOR DATE SENT: ;( 1`�( DATE REC'D: o 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 IN E -l CO (lo/I9 VIGIV l LAW DEPT 4s/i SIGNATORY(MAYOR�) ` - CITY CLERK •ASSIGNED AG# AG (q-4 IGNED COPY RETURNED DATE SENT: 3• I.l9 -m-- ETURN ONE ORIGINAL �� COMMENTS: EXECUTE" "ORIGINALS Se\e taV• cr!sk c to\i ,jc tifrMt .11ta cw% % R,SC.. VaziArad C% Z. tccrv% .....)70c-VA a:N. u ce pc-%5A • 1/2018 CITY OF Y A 441116,, 33325CITH8th LL Avenue South Federal Way Federal Way. WA 98003-6325 (253) 835-7000 www citvoffederaiway corn PROFESSIONAL SERVICES AGREEMENT FOR ON-CALL TRAFFIC SERVICES This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Transpo Group USA, Inc., a Washington corporation ("Contractor"). The City and Contractor (together "Parties") are located and do business at the below addresses, which shall be valid for any notice required under this Agreement: TRANSPO GROUP USA,INC.: CITY OF FEDERAL WAY: Jon Pascal, PE,PTOE Sarady Long, Sr.Transportation Planning Engineer 12131 113th Avenue NE, Suite 203 33325 8th Avenue South Kirkland,WA 98034 Federal Way, WA 98003-6325 (425) 821-3665 (253) 835-2743 jon.pascal@transpogroup.com (253) 835-2709 sarady.long@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, 2020 ("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 - Rev.3/2017 ` CITY OF CITY HALL 33325 Federal \Nay Feder 8th Avenue South Federal Way. WA 98003-6325 (253) 835-7000 www citvoffedera/wav 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 - Rev. 3/2017 CITY OF CITY HALL 33325 Federal Way Feder 8th Avenue South Federal Way.WA 98003-6325 (253) 835-7000 www cityoffederafway 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 - Rev. 3/2017 CITY OF CITY HALL 33325 8th Avenue South ' ... Federal \Nay Federal Way. WA 98003-6325 (253) 835-7000 wvww-crtyoffedera/way 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. 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 - Rev. 3/2017 CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way. WA 98003-6325 (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 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 - Rev.3/2017 CITY OF CITY HALL 33325South ''.... Federal VVay Feder 8th Avenue 8003 Federal Way.WA 98003-6325 (253) 835-7000 www ctyoffederalway corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: Jiieperre , Mayor hanie Courtney, CMj ity Clerk DATE: 3 i S 17 APPROVED AS TO FORM: 1,01 oire -- 4:'o4. J. Ryan Call, City Attorney TRANSPO GROUP USA, INC.: By: Printed Name: Jon Pascal, PE, PTOE Title: Principal DATE: 3/6 /2.c)(c( STATE OF WASHINGTON ) ) ss. COUNTY OF 16.11) ) On this day personally appeared before me Jon Pascal, to me known to be the Principal of Transpo Group USA, 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 (per day of An a. r-rli\ , 2Oj Notary's signature ai�_- — Vl 6 -r`--- ANISSA M. COREA Notary's printed name R n i-,_, Q% n/l - e o re_0. STATE OF WASHINGTON Notary Public in and for the State of Washington. NOTARY PUBLIC My commission expires 1 I -1 I-20/ MY COMMISSION EXPIRES 11-11-19 PROFESSIONAL SERVICES AGREEMENT - 6 - Rev. 3/2017 ` CITY OF CITY HALL 33325 Federal Nay Feder 8th Avenue South Federal Way. WA 98003-6325 (253) 835-7000 www crtvoffedera/way corn EXHIBIT A SERVICES As part of proposed private development within the City, a developer may be required to submit traffic-related improvement plans,traffic reports, and undergo concurrency tests, all of which fall under the jurisdiction of the Public Works Department. In those cases,Public Works Traffic Division is responsible for reviewing and approving traffic- related design, and conducting intersection Level of Service("LOS")analysis for concurrency tests. 1. The Contractor shall do or provide the following: Transpo Group("Contractor") shall provide on-call Plan Review services to the City of Federal Way("City"), as requested by the City. At such time requested by the City, Contractor shall assist the City by providing third party professional engineering services for review of private development projects,including but not limited to transportation engineering and engineering plans review services. Services will be provided on a task order basis as identified by the City. For each task order, Contractor will provide the City with a summary of tasks to be conducted, an estimated fee,and a schedule. Services shall be performed within the agreed budget and schedule. To facilitate project schedules,the task orders may be in email format. Contractor will not commence work until the City has provided written authorization via email, fax,or letter.The City is not obligated to assign any specific number of tasks to Contractor, and the City's and Contractor's obligation hereunder are limited to the tasks assigned in writing. Typical services that may be requested under this Agreement include,but are not limited to,the following: Transportation Analysis Review. Contractor will review transportation impact analysis("TIA")documents for consistency with City regulations,policies and guidelines.This review may include: • Trip Generation • Trip distribution/assignment • Existing and future background conditions without development • Traffic operations analyses • Safety Analysis • Mitigation measures if applicable Civil Plans/Street Improvement Plans Review. Contractor will review and approve engineering plans and reports for private developments including commercial sites,multi-family sites, and residential developments for compliance with codes, standards,and policies. Engineering plans and reports may include: street improvements, access design, signals and illumination, sight distance analysis, signing, and channelization plans. Concurrency Management. A Concurrency application is required for all development permits within the City that generate new trips in the PM peak hour.The concurrency test uses the City's adopted LOS as a basis for determining whether new development can proceed. Contractor will perform a concurrency analysis consistent with City regulations, policies, and guidelines. The concurrency test process summary is as follow: • Perform Trip Generation using the latest edition of ITE Trip Generation Manual • Perform select zone analysis in Emme to generate project trip distribution • Add project trips to base year counts and vested trip spreadsheet to generate background and horizon year scenarios • Export background and horizon scenarios spreadsheet to Synchro and perform LOS analysis for all intersections impacting by one or more trips. • Generate LOS summary report • Identify mitigation measures if applicable • Prepare/issue Concurrency Reserve Certificate PROFESSIONAL SERVICES AGREEMENT - 7 - Rev. 3/2017 Ahh„ CITY OF CITY HALL Fed + ral W� 33325 8th Avenue South Q.ry Federal Way.WA 98003-6325 (253) 835-7000 www cityoffederaiway corn Meetings& Coordination. As directed by City staff,Contractor will communicate with and meet with City staff,the developer, and the developer's consultants to clarify analysis scope elements and or technical review comments. Contractor will summarize all review findings and recommendations in an email or memorandum, including any corrections necessary to comply with City standards and practices, for each round of review. PROFESSIONAL SERVICES AGREEMENT - 8 - Rev. 3/2017 ` CITY OF CITY HALL Federal Nay 33325 8th Avenue South Federal Way.WA 98003-6325 (253) 835-7000 .v'vwcitvofederal wav corn EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Fifty Thousand and 00/100 Dollars ($50,000.00). 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 hourly labor charge rate schedule for Contractor's personnel attached hereto as Exhibit"C" and incorporated by this reference. Reimbursable Expenses The actual customary and incidental expenses incurred by Contractor in performing the Services including items note in Exhibit"C" and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed Two Thousand and 00/100 Dollars ($2,000.00) PROFESSIONAL SERVICES AGREEMENT - 9 - Rev. 3/2017 lkCITY OF CITY HALL h33325 8th Avenue South ' ._ Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway corn EXHIBIT C Transpo Billing Rate Range Schedule Rates are effective Ju 7 2018 throe!h Jul 5 2019 Ming Rate Range vY p Eneer/Planner/Analyst/Pr ci irector-Level 7 $210 $300 gin Engineer/Planner/Analyst/Proj Adm - Level 6 $170 $205 Engineer/Planner/AnalystiProj Adm-Level 5 $150 $175 Engineer/PlannertAnalystiProj Adm-Level 4 $130 $160 Engineer/Planner/AralystiProj Adm-Level 3 $100 $140 Engineer/Planner/Analyst/Proj Adm- Level 2 $90 $125 Ergine&Planner/A rst/Prq Adm-Level 1 $70 $105 Reimbursable Items: Mileage,Parking, Reproductions, Shipping/Courier, Specialty Software,Traffic Data Vendor PROFESSIONAL SERVICES AGREEMENT - 10 - Rev. 3/2017 A Exhibit D DATE(MM/DD/YYYY) AC D CERTIFICATE OF LIABILITY INSURANCE 1/28/2019 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: Dealey, Renton &Associates PHONE FAX P. O. Box 12675 (Nc,No,Ext): 510-465-3090 (A/C,Not:510-4.52-2193 Oakland, CA 94604-2675 E-MAIL Certificates@Dealeyrenton.com License#0020739 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Charter Oak Fire Insurance Company 25615 INSURED TRANSGRO INSURER B:Travelers Indemnity Company 25658 Transpo Group USA, Inc. 12131 113th Ave NE, Suite 203 INSURER c:Sentinel Insurance Co.LTD 11000 Kirkland,WA 98034 INSURER D:Beazley Insurance Company, Inc. 37540 425 821-3665 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1932175414 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTR INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y 680511922543 1/1/2019 1/1/2020 EACH OCCURRENCE $1,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $1,000,000 X Contractual Liab MED EXP(Any one person) $10,000 X XCU Included PERSONAL&ADV INJURY $1,000,000 GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE _ $2,000,000 POLICY X JEC r LOC PRODUCTS-COMP/OP AGG $2,000,000 _ OTHER: $ B AUTOMOBILE LIABILITY Y Y BA4F625154 1/1/2019 1/1/2020 CEa aOMBcINEDent)SINGLE LIMIT $1,000,000 ( cid ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS _ X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) B X UMBRELLA LIAB X OCCUR CUP4F625338 1/1/2019 1/1/2020 EACH OCCURRENCE _ $5,000,000 _ EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$111 WV) $ C WORKERS COMPENSATION Y 57WECZS7222 1/1/2019 1/1/2020 X PER STATUTE ERH WA Stop Gap A AND EMPLOYERS'LIABILITY Y/N 6805H922543 1/1/2019 1/1/2020 ANYPROPRIETOR/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 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 D Professional Liability V1D535190301 1/1/2019 1/1/2020 $2,000,000 Per Claim Claims Made Form $4,000,000 Annual Aggregate DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Umbrella Liability policy is a follow-form to underlying General Liability/Auto Liability/Employers Liability. Project Name/Number:Federal Way On-Call Traffic Services 18389.00--City of Federal Way is named as Additional Insured as respects General and Auto Liability as required per written contract or agreement.General Liability insurance is Primary/Non-Contributory per policy form wording. CERTIFICATE HOLDER CANCELLATION 30 Day Notice of 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 014914 OAILIA-, ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER 6805H922543 COMMERCIAL GENERAL LIABILITY ISSUED DATE: 1/28/2019 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 SCHEDULE Names of Additional Insured Person(s) or Organization(s): Any person or organization that you agree in a written contract, on this Coverage Part, provided that such written contract was signed and executed by you before, and is in effect when the "bodily injury" or"property damage" occurs or the "personal injury" or"advertising injury"offense is committed. Location of Covered Operations: Any project to which an applicable written contract with the described in the Name of Additional Insured Person(s)or Organization(s) section of this Schedule applies. (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 in- This insurance does not apply to "bodily injury" or dude as an additional insured the person(s) or "property damage" occurring, or "personal injury" organization(s) shown in the Schedule, but only or "advertising injury" arising out of an offense with respect to liability for"bodily injury", "property committed, after: damage", "personal injury" or "advertising injury" 1. All work, including materials, parts or equip- caused, in whole or in part, by: ment furnished in connection with such work, 1. Your acts or omissions; or on the project (other than service, mainte- 2. The acts or omissions of those acting on your nance or repairs) to be performed by or on behalf; behalf of the additional insured(s) at the loca- tion of the covered operations has been corn- in the performance of your ongoing operations for pleted; or the additional insured(s) at the location(s) desig 2. That portion of "your work" out of which the nated above. injury or damage arises has been put to its in- B. With respect to the insurance afforded to these tended use by any person or organization additional insureds, the following additional exclu- other than another contractor or subcontrac- • sions apply: tor engaged in performing operations for a principal as a part of the same project. CG D3 61 03 05 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. • COMMERCIAL GENERAL LIABILITY POLICY NUMBER: 6805H922543 ISSUED DATE: 1/28/2019 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurancederovided under thefollowing: p COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for"bodily injury" or"property damage" included in the"products- completed operations hazard", provided that such contract was signed and executed by you before, and is in effect when, the bodily injury or property damage occurs. Location And Description Of Completed Operations Any project to which an applicable contract described in the Name of Additional Insured Person(s)or Organization(s)section of this Schedule applies. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- location designated and described in the schedule of dude as an additional insured the person(s) or or- this endorsement performed for that additional in- ganization(s) shown in the Schedule, but only with sured and included in the "products-completed opera- respect to liability for "bodily injury" or "property dam- tions hazard". age" caused, in whole or in part, by"your work" at the CG 20 37 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 POLICY NUMBER: 6805H922543 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHER INSURANCE - ADDITIONAL INSUREDS - PRIMARY AND NON-CONTRIBUTORY WITH RESPECT TO CERTAIN OTHER INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to Paragraph 4. a., Primary (1) The"bodily injury" or"property damage"for which Insurance, of SECTION IV — COMMERCIAL GEN- coverage is sought is caused by an "occurrence" ERAL LIABILITY CONDITIONS: that takes place; and However, if you specifically agree in a written contract (2) The "personal injury" or "advertising injury" for or agreement that the insurance afforded to an addi- which coverage is sought arises out of an offense tional insured under this Coverage Part must apply on that is committed; a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that subsequent to the signing and execution of that con- is available to such additional insured which covers tract or agreement by you. such additional insured as a named insured, and we will not share with that other insurance, provided that: CG D4 25 07 08 ©2008 The Travelers Companies, Inc. Page 1 of 1 COMMERCIAL GENERAL LIABILITY POLICY NUMBER: 6805H922543 ISSUED DATE: 1/28/2019 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE ILITY C RAGE PART SCHEDULE Name of Person or Organization: Any person or organization that you agree in a written contract (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The TRANSFER OF RIGHTS OF RECOVERY damage arising out of your ongoing operations or AGAINST OTHERS TO US Condition (Section IV- "your work" done under a contract with that person COMMERCIAL GENERAL LIABILITY CONDITIONS) or organization and included in the "products- is amended by the addition of the following: completed operations hazards." This waiver applies We waive any right of recovery we may have against only to the person or organization shown in the the person or organization shown in the Schedule Schedule above. above because of payments we make for injury or CG 24 04 10 93 Copyright, Insurance Services Office, Inc., 1992 Page 1 of 1 Policy: BA4F625154 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following is added to Paragraph c. in A.1., Who between you and that person or organization, that is Is An Insured, of SECTION II — COVERED AUTOS signed by you before the "bodily injury" or "property LIABILITY COVERAGE in the BUSINESS AUTO damage" occurs and that is in effect during the policy COVERAGE FORM and Paragraph e. in A.1.,Who Is period, to name as an additional insured for Covered An Insured, of SECTION II — COVERED AUTOS Autos Liability Coverage, but only for damages to LIABILITY COVERAGE in the MOTOR CARRIER which this insurance applies and only to the extent of COVERAGE FORM, whichever Coverage Form is that person's or organization's liability for the conduct part of your policy: of another"insured". This includes any person or organization who you are required under a written contract or agreement CA T4 37 02 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# BA4F625154 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us, of the prior to any "accident" or "loss", provided that the CONDITIONS Section: "accident" or "loss" arises out of the operations 5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- We waive any right of recovery we may have nated in such contract. against any person or organization to the extent CA T3 40 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WORKERS' COMPENSATION BROAD FORM ENDORSEMENT EXTENDED OPTIONS Policy Number: 57 WEC ZS7222 Endorsement Number: Effective Date: 01/01/19 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: TRANSPO GROUP USA, INC. 12131 113TH AVE NE, STE 203 KIRKLAND WA 98034 Section I of this endorsement expands coverage provided under WC 00 00 00. Section II of this endorsement provides additional coverage usually only provided by endorsement. Section III of this endorsement is a Schedule of Covered States. You may use the index to locate these coverage features quickly: INDEX SUBJECT PAGE SUBJECT PAGE SECTION I 2 B. Part One Does Not Apply 3 PARTS ONE and TWO 2 C. Application of Coverage 3 01 We Will Also Pay 2 D. Additional Exclusions 3 PART-THREE 2 E. West Virginia 3 02 How This Insurance Works 2 EXTENDED OPTIONS 4 PART-SIX 2 01 Employers' Liability Insurance 4 03 Transfer of Your Rights and Duties 2 02 Unintentional Failure to Disclose 4 04 Liberalization 2 Hazards SECTION II 2 03 Waiver of Our Right to Recover from 4 VOLUNTARY COMPENSATION 2 Others INSURANCE 04 Foreign Voluntary Compensation 4 05 Voluntary Compensation Insurance 2 A. How This Reimbursement Applies 4 A. How This Insurance Applies 2 B. We Will Reimburse 4 B. We Will Pay 3 C. Exclusions 4 C. Exclusions 3 D. Before We Pay 5 D. Before We Pay 3 E. Recovery From Others 5 E. Recovery From Others 3 F. Reimbursement For Actual Loss 5 F. Employers' Liability Insurance 3 Sustained EMPLOYERS' LIABILITY STOP GAP 3 G. Repatriation 5 ENDORSEMENT H. Endemic Disease 5 06 Employers' Liability Stop Gap 3 05 Longshore and Harbor Workers' 5 Coverage Compensation Act Coverage A. Stop Gap Coverage Limited to 3 Endorsement Montana, North Dakota, Ohio, SECTION III 6 Washington, West Virginia and 01 Schedule of Covered States 6 Wyoming Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 1 of 6 Process Date: 11/22/18 Policy Expiration Date: 01/01/20 ©2000, The Hartford SECTION I PARTS ONE and TWO PART THREE 1. WE WILL ALSO PAY 2. How This Insurance Applies D. We Will Also Pay of Part One (WORKERS' Paragraph 4. of A. How This Insurance Applies of COMPENSATION INSURANCE); and Part 3 (Other States Insurance) is replaced by the E. We Will Also Pay of Part Two following: (EMPLOYERS' LIABILITY INSURANCE) is 4. If you have work on the effective date of this replaced by the following: policy in any state not listed in Item 3.A. of the We Will Also Pay Information Page, coverage will not be afforded for that state unless we are notified within sixty We will also pay these costs, in addition to days. other amounts payable under this insurance, as part of any claim, proceeding, or suit we PART SIX defend: 3. Transfer Of Your Rights and Duties 1. reasonable expenses incurred at our C. Transfer Of Your Rights and Duties of Part 6 request, INCLUDING loss of earnings; (Conditions) is replaced by the following: 2. premiums for bonds to release Your rights or duties under this policy may not be attachments and for appeal bonds in transferred without our written consent. bond amounts up to the limit of our liability under this insurance; If you die and we receive notice within sixty days 3. litigation costs taxed against you; after your death, we will cover your legal representative as insured. 4. interest on a judgment as required by law until we offer the amount due under this 4. Liberalization law; and If we adopt a change in this form that would broaden 5. expenses we incur. the coverage of this form without extra charge, the broader coverage will apply to this policy. It will apply when the change becomes effective in your state. SECTION II VOLUNTARY COMPENSATION ANDEMPLOYERS' 3. The bodily injury must occur in the United LIABILITY COVERAGE States of America, its territories or 5. Voluntary Compensation Insurance possessions, or Canada, and may occur A. How This Insurance Applies elsewhere if the employee is a United States or Canadian citizen, or otherwise legal This insurance applies to bodily injury by resident, and legally employed, in the United accident or bodily injury by disease. Bodily States or Canada and temporarily away from injury includes resulting death. those places. 1. The bodily injury must be sustained by 4. Bodily injury by accident must occur during any officer or employee not subject to the the policy period. workers' compensation law of any state 5. Bodily injury by disease must be caused or shown in Item 3.A. of the Information aggravated by the conditions of the Page. 2. The bodily injury must arise out of and in the course of employment or incidental to work in a state shown in Item 3.A. of the Information Page. Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 2 of 6 officer's or employee's employment. The If the persons entitled to the benefits of this officer's or employee's last day of last insurance make a recovery from others, they exposure to the conditions causing or must reimburse us for the benefits we paid them. aggravating such bodily injury by disease F. Employers' Liability Insurance must occur during the policy period. Part Two (Employers' Liability Insurance) applies B. We Will Pay to bodily injury covered by this endorsement as We will pay an amount equal to the benefits though the State of Employment was shown in that would be required of you as if you and Item 3.A. of the Information Page. your employees were subject to the workers' This provision 5. does not apply in New Jersey or compensation law of any state shown in Item Wisconsin. 3.A. of the Information Page. We will pay EMPLOYERS' LIABILITY STOP GAP COVERAGE those amounts to the persons who would be entitled to them under the law. 6. Employers' Liability Stop Gap Coverage C. Exclusion A. This coverage only applies in Montana, North This insurance does not cover: Dakota, Ohio, Washington, West Virginia and Wyoming. 1. any obligation imposed by workers' compensation or occupational disease B. Part One (Workers' Compensation Insurance) law or any similar law. does not apply to work in states shown in Paragraph A above. 2. bodily injury intentionally caused or aggravated by you. C. Part Two (Employers' Liability Insurance) applies in the states, shown in Paragraph A., as though 3. officers or employees who have elected they were shown in Item 3.A. of the Information not to be subject to the state workers' Page. compensation law. D. Part Two, Section C. Exclusions is changed by 4. partners or sole proprietors not covered adding these exclusions. under the Standard Sole Proprietors, This insurance does not cover; Partners, Officers and Others Coverage Endorsement. 5. bodily injury intentionally caused or D. Before We Pay aggravated by you or in Ohio bodily injury Before we pay benefits to the persons resulting from an act which is determined by an Ohio court of law to have been committed entitled to them, they must: by you with the belief than an injury is 1. Release you and us, in writing, of all substantially certain to occur. However, the responsibility for the injury or death. cost of defending such claims or suits in Ohio 2. Transfer to us their right to recover from is covered. others who may be responsible for the 13. bodily injury sustained by any member of the injury or death. flying crew of any aircraft. 3. Cooperate with us and do everything 14. any claim for bodily injury with respect to necessary to enable us to enforce the which you are deprived of any defense or right to recover from others. defenses or are otherwise subject to penalty If the persons entitled to the benefits of this because of default in premium under the insurance fail to do those things, our duty to provisions of the workers' compensation law pay ends at once. If they claim damages or laws of a state shown in Paragraph A. from you or from us for the injury or death, E. This insurance applies to damages for which you our duty to pay ends at once. are liable under West Virginia Code Annot. S 23- E. Recovery From Others 4-2• If we make a recovery from others, we will keep an amount equal to our expenses of recovery and the benefits we paid. We will pay the balance to the persons entitled to it. Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 3 of 6 EXTENDED OPTIONS 1. Employers' Liability Insurance 4. Foreign Voluntary Compensation and Employers' Item 3.B. of the Information Page is replaced by Liability Reimbursement the following: A. How This Reimbursement Applies B. Employers' Liability Insurance: This reimbursement provision applies to bodily 1. Part Two of the policy applies to work in injury by accident or bodily injury by disease. each state listed in Item 3.A. Bodily injury includes resulting death. 1. The bodily injury must be sustained by an The Limits of Liability under Part Two are officer or employee. the higher of: 2. The bodily injury must occur in the course of employment necessary or incidental to work Bodily Injury in a country not listed in Exclusion C.1. of this by Accident $500,000 Each Accident provision. 3. Bodily injury by accident must occur during Bodily Injury the policy period. by Disease $500,000 Policy Limit 4. Bodily injury by disease must be caused or aggravated by the conditions of your Bodily Injury employment. The officer or employee's last by Disease $500,000 Each Employee exposure to those conditions of your employment must occur during the policy OR period. B. We Will Reimburse 2. The amount shown in the Information We will reimburse you for all amounts paid by Page. you whether such amounts are: This provision 1 of EXTENDED OPTIONS does 1. voluntary payments for the benefits that not apply in New York because the Limits Of Our would be required of you if you and your Liability are unlimited. officers or employees were subject to any In this provision the limits are changed from workers' compensation law of the state of $500,000 to $1,000,000 in California. hire of the individual employee. 2. Unintentional Failure to Disclose Hazards 2. sums to which Part Two (Employers' Liability If you unintentionally should fail to disclose all Insurance) would apply if the Country of ,existing hazards at the inception date of your Employment were shown in Item 3.A. of the policy, we shall not deny coverage under this Information Page. policy because of such failure. C. Exclusions 3. Waiver of Our Right To Recover From Others This insurance does not cover: A. We have the right to recover our payments 1. any occurrences in the United States, from anyone liable for an injury covered by Canada, and any country or jurisdiction this policy. We will not enforce our right which is the subject of trade or economic against any person or organization for whom sanctions imposed by the laws or regulations you perform work under a written contract of the United States of America in effect as of that requires you to obtain this agreement the inception date of this policy. from us. 2. any obligation imposed by a workers' This agreement shall not operate directly or compensation or occupational disease law, indirectly to benefit anyone not named in the or similar law. agreement. 3. bodily injury intentionally caused or B. This provision 3. does not apply in the states aggravated by you. of Pennsylvania and Utah. Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 4 of 6 4. liability for any consequence, whether of America necessarily incurred as a direct result direct or indirect, of war, invasion, act of of bodily injury. Foreign enemy, hostilities (whether war Our reimbursement shall be limited as follows: be declared or not), civil war, rebellion, revolution, insurrection or military or 1. to the amount by which such expenses usurped power. No endorsement now or exceed the normal cost of returning the subsequently attached to this policy shall officer or employee if in good health, or be construed as overriding or waiving 2. in the event of death, to the amount by which this limitation unless specific reference is such expenses exceed the normal cost of made thereto. returning the officer or employee if alive and D. Before We Pay in good health. Before we reimburse you for the benefits to In no event shall our reimbursement exceed the the persons entitled to them, you must have bodily injury by accident limit shown in Item 3.B. them: of the Information Page as respects any one 1. release you and us, in writing, of all such officer or employee whether dead or alive. responsibility for the injury or death, H. Endemic Disease 2. transfer to us their right to recover from The word "disease" includes any endemic others who may be responsible for their diseases. injury or death, The coverage applies as if endemic diseases 3. cooperate with us and do everything were included in the provisions of the workers' necessary to enable us to enforce the compensation law. right to recover from others. 5. Longshore and Harbor Workers' Compensation If the persons entitled to the benefits paid fail Act Coverage to do these things, our duty to reimburse General Section C. Workers' Compensation Law ends at once. If they claim damages from us is replaced by the following: for the injury or death, our duty to reimburse C. Workers' Compensation Law ends at once. Workers' Compensation Law means the workers E. Recovery From Others or workers' compensation law and occupational If we make a recovery from others, we will disease law of each state or territory named in keep an amount equal to our expenses of Item 3.A. of the Information Page and the recovery and the benefits we reimbursed. Longshore and Harbor Workers' Compensation We will pay the balance to the persons Act (33 USC Sections 901-950). It includes any entitled to it. If persons entitled to the amendments to those laws that are in effect benefits make a recovery from others, they during the policy period. It does not include any must repay us for the amounts that we have other federal workers or workers' compensation reimbursed you. law, other federal occupational disease law or the F. Reimbursement for Actual Loss provisions of any law that provide Sustained nonoccupational disability benefits. This endorsement provides only for Part Two (Employers' Liability Insurance), C. reimbursement for the loss you actually Exclusions, exclusion 8, does not apply to work sustain. In order for you to recover loss or subject to the Longshore and Harbor Workers' expenses under this reimbursement you Compensation Act. must: This coverage does not apply to work subject to 1. actually sustain and pay the loss or the Defense Base Act, the Outer Continental expense in money after trial, or Shelf Lands Act, or the Nonappropriated Fund Instrumentalities Act. 2. secure our consent for the payment of the loss or expense. G. Repatriation Our reimbursement includes the additional expenses of repatriation to the United States Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 5 of 6 SECTION III 1. SCHEDULE OF COVERED STATES B. If a state, shown in Item 3.A. of the Information A. This endorsement only applies in the states Page, approves this endorsement after the listed in this Schedule of Covered States. effective date of this policy, this endorsement will apply to this policy. The coverage will apply in the new state on the effective date of the state approval C. Schedule of Covered States: CA Countersigned by Authorized Representative Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 6 of 6