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AG 19-169 - Marketek RETURN TO: .1//2 iC f 4. EXT: �p q11 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: N- 2. ORIGINATING STAFF PERSON: f S� EXT: _a Y!L 3. DATE REQ.BY: • � .2v l i 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT X 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#): ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME:-?sl�f, & CAP 48d t y-5 6. NAME OF CONTRACTOR: ` kF rw� ADDRESS: E/3A L4Kr`u-)CLZ '+ D- z (g W06-60 nR TELEPHONE-5"o3-S6Y-67)a E-MAIL: N `-"e FAX: SIGNATURE NAM :�n�,�fes' y3 o e L'<f TITLE 2"t►r P.� 7. EXHIBITS AND ATTACHMENTS:MWOPE,WORK OR SERVICES 23-COMPENSATION [-OrSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN E�'REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: A o G US 7-- a201 1 COMPLETION DATE: ])E-e- -20(.F 9. TOTAL COMPENSATION$ .25- 00 (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR 6HARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE:❑YES 7(NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑YES PrNO IF YES,$ PAID BY:E]CONTRACTOR 11CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: _ 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER Ri,DIRECTOR -7--r/AA-[5D--1 ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW C KISAII 11. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (Include dept.support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL/DATE SIGNED El Lo DEPARTMENT gVC Q131147 IGNATORY(MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# AG# ❑ SIGNED COPY RETURNED DATE SENT: COMMENTS: zuo&e-7- �-.Iic Fol •-Y;. 3u060'- F 1/201 R ciry OF CITY HALL . . 33325 8th Avenue South Federal ra I Way Federal Way.WA 98003-6325 (253) 835-7000 www cityoffederalway com PROFESSIONAL SERVICES AGREEMENT FOR RETAIL GAP ANALYSIS FOR DOWNTOWN This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Marketek, Inc., a Oregon corporation, a ("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: MARKETEK,INC.: CITY OF FEDERAL WAY: Mary Bosch Tim Johnson 431 Lakewood Rd 33325 8th Avenue South Lake Oswego, Oregon 97034 Federal Way, WA 98003-6325 (503)-504-6770 (telephone) (253) 835-2412 (telephone) Mgy@.Marketekinc.com (253) 835-2409 (facsimile) Tim.JohnsongCiiyoffederalWa .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, 2019 ("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 Federal ■ � ■ay 33325 8th Avenue South lr► Federal Way,WA 980038003 -6325 (253) 835-7000 www cityoffederalway com 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 1ndustrIaI Insurance Act N 'aiver. 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 c11 Y OF CITY HALL Aft 33325 8th Avenue South Federal V Federal Way,WA 98003-6325 (253) 835-7000 avmv cityoffederalway.com 6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products-completed operations, stopgap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $1,000,000 for each occurrence and$2,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington. C. Automobile liability insurance covering all owned, non-owned, hired, and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. d. Professional liability insurance with limits no less than $1,000,000 per claim and $2,000,000 policy aggregate for damages sustained by reason of or in the course of operation under this Agreement, whether occurring by reason of acts, errors or omissions of the Contractor. 6.2. No Limit of Liability. Contractor's maintenance of insurance as required by this Agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with Contractor's insurance. 6.3. Additional Insured. Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit C and incorporated by this reference. At the City's request, Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Contractor's insurance policies are "claims made," Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement shall be considered confidential and subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for immediate termination. All records submitted by the City to the Contractor will be safeguarded by the Contractor. The Contractor will fully cooperate with the City in identifying, assembling, and providing records in case of any public records request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media, or material that may be produced or modified by Contractor while performing the Services shall belong to the City upon delivery. The Contractor shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Contractor shall be delivered to the City. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Services specified in this Agreement, and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review, or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. PROFESSIONAL SERVICES AGREEMENT - 3 - Rev. 3/2017 ` CITY €1F CITY HALL South Federal Way Feder 8th Avenue 8003 Federal Way. WA 98003-6325 (253) 835-7000 vvww ciryoffederalway 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 Intorpi-cration sinci 1odil`iCsati���t. 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 ` cirr OF CITY HALL Federal Way 33325 8th Avenue South Y Federal Way.WA 980038003 -6325 (253) 835-7000 www crryoffederalway.com obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 13.3 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement,this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity, or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules, and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; however, nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof, it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the"date of mutual execution"hereof. [Signature page follows] PROFESSIONAL SERVICES AGREEMENT - 5 - Rev. 3/2017 ` CITY OF CITY HALL �... Federal 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederahvay.com IN WITNESS,the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: (2Z ,_Odezo�e qftkw�N"K Mayor SWphlnie Courtney, CMC,(Ci Clerk DATE: APPROVED AS TO FORM: J. Ryan Call, City Attorney MARKETEK, INC.: By: Printed Name: rV !� aS Title: Pitiv�CtDn L DATE: A�/ STATE OF Oregon) ss. COUNTY OFGI4^---+« On this day personally appeared before me NIS P ` to me known to be the i I NGS 1 0Vv f-4C C2-- of 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 ig- day of A-L-1 e5t UST 201151 Notary's signature Notary's printed nam OFFICIAL STAMP Notary Public in and for the State of Washington. JOSEPHINE LOPES-BURBACH My commission expires NOTARY PUBLIC-OREGON COMMISSION NO. 988012 MY�p WISSION EXPIRES MAY 30.2023 PROFESSIONAL SERVICES AGREEMENT - 6 - Rev.3/2017 CITY OF CITY HALL �, 33325 8th Avenue South FedWay Federal Way,WA 98003-6325 (253) 835-7000 wwpv cityoffederalway com EXHIBIT A SERVICES 1. The Contractor shall do or provide the following: Examine, review,research downtown Federal Way's marketplace and present a written report on the potential business opportunities in downtown by completion of a"Retail Gap Analysis." A. Provide insight on existing retail sales(chart)from pre-Great Recession of 2007 to 2018. B. Define the Trade Market Areas of downtown Federal Way and Federal Way which shall include the following: a. Map b. Population i. Residents ii. Daytime Population iii. Tourists c. Household Income d. Racial Composition e. Household Expenditures C. Provide an existing retail balance analysis(chart)of the Downtown Federal Way Trade Market Area by measuring the difference between demand and sales for 2018, illustrating the difference whether there is leakage or surplus by the NAICS categories listed below. a. NAICS 442 Furniture and Home Furnishings b. NAICS 444 Building Material and Garden Equipment and Supplies Dealers c. NAICS 446 Health and Personal Care Stores d. NAICS 448 Clothing and Clothing Accessories e. NAICS 451 Sporting Goods, Hobby, Book and Music Stores f. NAICS 452 General Merchandise g. NAICS 445 Food and Beverage Stores h. NAICS 443 Electronics and Appliance Stores i. NAICS 453 Miscellaneous Stores j. NAICS 722 Food Services and Drinking Places D. Contractor will supplement the quantitative analysis already performed with a qualitative analysis in order to add context and a deeper layer of understanding to the data. a. Coordinate with the City of Federal Way's Director of Economic Development with contacting and conducting up to five (5)either by phone or in person interviews with key stakeholders (such as property owners, retailers, e.g., national and local and restaurateurs)to gather input for the report supplementing quantitative findings. E. Identify and present a summary profile of each category as identified above if it has been determined there is an opportunity for retail expansion based upon but not limited to the following: a. Gap Analysis b. Emerging Retail Trends c. Forecasts d. Competition e. Technology PROFESSIONAL SERVICES AGREEMENT - 7 - Rev.3/2017 ` Federal Wa Fc�xv or CITY HALL Way 33325 8th Avenue South Federal Way,WA 980038003 -6325 (253) 835-7000 www cityoffedera/way.com F. Identify and present a summary profile of each category as identified above if it has been determined there is an opportunity for retail expansion based upon but not limited to the following: a. Gap Analysis b. Emerging Retail Trends c. Forecasts d. Competition e. Technology G. Coordinate any follow-up information requested by the City of Federal regarding the report. I. Present report, one(1)hard copy and one(1)electronic version in a flash drive. PROFESSIONAL SERVICES AGREEMENT - 8 - Rev.3/2017 CITY OF CITY HALL Fed eral Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www crryoffederalway com EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Twenty Five Thousand and No/1001)ollars ($25,000.00). 2. Method of Compensation: In consideration of the Contractor performing the Services, the City will pay the Contractor Ten Thousand and no/100 Dollars ($10,000) upon the project initiation upon the receipt of the Contractor's invoice. In addition, the City will pay the contractor Eight Thousand and No/100 Dollars ($8,000.00) upon receipt of the contractor's invoice detailing completion of the following actions: Definition of the Trade Market Areas for both downtown and Federal Way along with measuring the difference between demand and sales for 2018, illustrating the difference whether there is leakage or surplus by the identified NAICS categories. The City will pay an additional Seven Thousand and No/100 Dollars ($7,000.00) upon the completion of the submission of a written report, including a digital version and receipt of a Contractor's invoice. PROFESSIONAL SERVICES AGREEMENT - 9 - Rev.3/2017 ` CITY 00; CITY HALL A Fe d e ra I Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway com EXHIBIT C INSURANCE CERTIFICATES PROFESSIONAL SERVICES AGREEMENT - 10 - Rev. 3/2017 CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) r 08101/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(les)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: _ Hiscox Inc. a�NNEl,. (888)202-3007 'AX b 520 Madison Avenue ADDRESS:32nd Floor Ss: contact@hiscax.corn New York,NY 10022 INSURER($)AFFORDING COVERAGE NAIC q INSURER : Hiscox Insurance Company Inc 10200 INSURED INSURER 8: Marketek,Inc. — 431 Lakewood Road INSURERC: I Lake Oswego,OR 97034 INSURER D: IINSURER E, -INSURERF, COVERAGES CERTIFICATE NUMBER: 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. INSPOLICY EFF POLICY EXP R LTRTYPEOFINSURANCE ADDL'SUBR POLICY NUMBER MM/DDIYYYY MM�DIYYYY LIMITS . X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $2,000,000 CLAIMS-MADE,I I OCCUR P_F:C fdl F•iF=o,:_nr•-rce $ 100,000 MED EXP(Any one person) $ 5,000 A I X Primary&Noncontributory Y Y UDC-4192343-CGL-19 06/18/2019 06/18/2020:PERSONAL&ADV INJURY $ 2,000,000 3EN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 3,000,000 -X-IPOLICY jRo- F LOC PRODUCTS-COMPIOPAGG s S/ Gen.Agg i FHcR $ AUTOMOBILE LIABILITY COMBINED INGLE MT $ accident ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ H REDSAUTOS AUTOS NON OWNED PROPERTYDAFAAGE $ AUTOS Per accident UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION I PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE F N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E L DISEASE-EA EMPLOYE $ If yes,descriL•-under DESCRIPTIOFI OF OPERATIONS below LIMIT I c DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) CERTIFICATE HOLDER CANCELLATION City of Federal Way 33325 8th avenue South Federal Way WA 98003 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD i. CERTIFICATE OF LIABILITY INSURANCE DATE(MM/°D/YYYY) v 08/01/2019 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 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: Hiscox Inc. PINC888 ( )PHONE 202-3007 FAx fA LC,Nn): 520 Madison Avenue E-MAIL Contac t ca hl �ox.com 32nd Floor APPREss: ._ New York,NY 10022 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA; Hiscox Insurance Company Inc 10200 INSURED INSURER B: Marketek,Inc. 431 Lakewood Road INSURERC: Lake Oswego,OR 97034 INSURERD; INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: 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. INSRTYPE OF INSURANCE ADDLISCBR. POLICYNUMBER POLICY M pYYY M11111 YYY LIMITS LTR COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE CLAIMS-MADE LI OCCUR PREM SES Eoccurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ pi,C'I LAGGREGATELIMITAPPLIESPER: GENERAL AGGREGATE $ POLICY E]PET F LOC PRODUCTS-COMPIOP AGG $ TrER $ AUTOMOBILELIABILITY COMBINED SINGLE LIMIT $ Ea acdden ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPFI�IY DAMAGE $ HIRED AUTOS AUTOS a $ UMBRELLA LIAB OCCUR EACH OCCURRENCE 1,$ EXCESS LIAB CLAIMS-MADE AGGREGATES$ DED I RETENTION$ $ WORKERS COMPENSATION IPER I DTH- ' AND EMPLOYERS'LIABILITY YIN STATUTE I ER ANYPROPRIETOR/PARTNER/EXECUTIVE I E.L EACH ACCIDENT $ OFFICERIMEMBER EXCLUDED? INIA (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If Yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional Liability Y UDC-4192343-EO-19 06/18/2019 06/18/2020 Each Claim:$2,000,000 Aggregate:$2,000,000 i DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) CERTIFICATE HOLDER CANCELLATION City of Federal Way 33325 Bth Avenue South Federal Way,WA 98003 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD .r BUSINESS LICENSE STATE OF WASHINGTON Issue Date: Jul 19, 2019 Unified Business ID#: 604472660 4 Sole Proprietor Business ID#: 001 MARY PATRICIA BOSCH Location: 0001 ? MARKETEK 'I' 431 LAKEWOOD RD { LAKE OSWEGO, OR 97034-3837 TAX REGISTRATION-ACTIVE REGISTERED TRADE NAMES: �)If MARKETEK Ie , a i f z Thix docriment lkhl the registrations.+rnclol,em[nt,,and lin n c 4 Eilhorlre[I fill Che huciness ;a named above.6y�acc[:pting this document,the h[r:xr e c s Iii i[.•the i o n tion[,r[the apljlication was romplele,true,and iccuraie 1 0 the be51 a1 hiti U' }[[� Lplg11[ tit;[:.incf il[a[ ![u_im sn tt ill be car[ducted rn r.r)ntr)}i17n[.(• illi all applie::lrl[ %V.01int!ton stlf[,[:n[snt�,.71111 city 1)iruL:lur,Department of Revenue :# 4kc9ry of Federal Way 33325 8th Avenue South, Federal Way, WA 98003 X❑New Vendor ❑ Update Form To add your business to our vendor file,or update information. Please complete this form and mail or fax it to the address/fax number below. Business Informallon (For office use only)VN#: Business Name: Marketek Contact Name: Mary P Bosch Location Address: 431 Lakewood Avenue,Lake Oswego,OR 97034 Mailing Address(if different): CITY/STATE Zip Code Phone#: (503 504 6770) Fax#: ( ] - E-Mail: Mwy(@,Marketekinc.com Business Tive(Please Check One) Corporation ❑ - - - - - - - Federal ID#(9 digits) Partnership ❑ - - - - - - - - --.... _ ----- Federal ID#(9 digits) Government Agency ❑ - - - - - Federal ID#(9 digits) Non-Profit ❑ - - - - Federal ID#(9 digits) Sole Proprietor X❑ 315-62-4445 _ Federal ID#(9 digits)or Social Security Number What is the official name registered with the I.R.S.for the above number? Nian P Bosch dba Marketek If you are not a corporation,is your Business subject to 1099 reporting? X❑ Yes ❑No State of Washington U.B.I.# 604-472-660 _ Federal Way Business License#: Will you provide supplies or services to the City of Federal Way? ❑Supplies X❑Services City of Federal Way Staff/Department Contact Name: __Tim Johnson,Director of Economic Development and Redevelopment Signature(US Person including a s Date: US resident alien) r For information call: 253.835.2525 or Fax:253.835.2509 or E-mail:Accountspayable@cityoffederalway.com