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AG 20-070 - Pavement Maintenance of WA RETURN TO: PW ADMIN EXT: 2700 ID#: 3706 / 3733 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATINGDEPT/DIV: PUBLIC WORKS/STREETS 2. ORIGINATING STAFF PERSON:Jeff Huynh EXT: 2721 3. DATE REQ.BY: 3. TYPE OF DOCUMENT(CHECK ONE): 0 CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT O SMALL OR LIMITED PUBLIC WORKS CONTRACT O PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT O HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT O SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL O OTHER _ 4. PROJECT NAME 2020 PAVEMENT REPAIR PROJECT 5. NAME OFC-t1tiIR.1,CTOR. PAVEMENT MAINTENANCE OF WASHINGTON, LLC ADDRESS: 19411 SE Green Valley Rd, Auburn, WA 98092 TEI.EPTTONF.:425-222-3532 E-MAIL: officegpmowllc.com _ FAX- SIGNATURE NAME: Max Stickley T=: Project Manager . 6. EXHIBITS AND ATTACHMENTS:0 SCOPE,WORK OR SERVICES ❑COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS O PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES O PRIOR CONTRACT/AMENDMENTS CFW LICENSE# BL,EXP. 12/31/ UBI# ,EXP. 7. TERM: COMMENCEMENT DATE:May 1 1, 2020 COMPLETION DATE: December 31, 2020 8. TOTAL COMPENSATION:$151,556.00 _-- (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: D YES O NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: O YES ❑NO IF YES,$ PAID BY: ❑CONTRACTOR ❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED O PURCHASING: PLEASE CHARGE To: 101-4400-240-542-50-480 9. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED 6 PROJECT MANAGER See Original Routing Form JH/4I9I2020 DIVISION MANAGER See Original Routing Form SLH 4/15/20 11 DEPUTY DIRECTOR See Original Routing Form DSW 4/15/20 8 DIRECTOR See Original Rouling Form at ❑ RISK MANAGEMENT (IF APPLICABLE) See Original Routing Form I LAW DEPT See Original Routing Form Eric R 4/23 mp 10. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: 4/6/2020 COMMITTEE APPROVAL DATE: 4/6/2020 SCHEDULED COUNCIL DATE: 4/21/2020 COUNCIL APPROVAL DATE: 4/2112020 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 412-1120 DATE REC'D:5/11/20 ❑ 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 c7 FINANCE DEPARTMENT LA ' EPT GNATORY(MAYOR OR DIREcTop,) CITY CLERIC ASS IGNED AG# NCI" L .,1 l SIGNED COPY RETURNED DA'1T SENT: 0S I 7V COMMENTS: EXECUTE" "ORIGINALS 1/2020 4111111k6 CITY OF "µ Federal Way BID AND CONTRACT DOCUMENTS AND SPECIFICATIONS FOR 2020 PAVEMENT REPAIR PROJECT RFB # 20-004 Prepared BY: PUBLIC9R T-I? "LYVT CITY OF FEDERAL WAY, WASHINGTON The contract plans and specifications for this Project have been reviewed and approved by: Public Works Director/ Deputy Public Works Director CITY OF FEDERAL WAY 2020 PAVEMENT REPAIR PROJECT 2020 RFB#20-004 TABLE OF CONTENTS PAGE PUBLIC NOTICE - REQUEST FOR QUOTE..........................................................................1 PUBLIC WORKS CONTRACT .............................................................................................5 EXHIBIT A: BID SCHEDULE............................................................................................19 EXHIBIT B: CONTRACT CHANGE ORDER AGREEMENT...................................................22 EXHIBIT C: CONTRACTOR'S RETAINAGE OPTION..........................................................24 EXHIBIT D: RETAINAGE BOND TO CITY OF FEDERAL WAY............................................25 EXHIBIT E: NOTICE TO LABOR UNIONS OR OTHER EMPLOYMENT ORGANIZATIONS NONDISCRIMINATION IN EMPLOYMENT..................................................28 EXHIBIT F: CERTIFICATE OF INSURANCE......................................................................29 EXHIBIT G: PERFORMANCE/PAYMENT BOND................................................................30 EXHIBIT H: TITLE VI ASSURANCES................................................................................32 EXHIBIT I: PREVAILING WAGES AND BENEFIT CODE KEY ...........................................34 INTRODUCTION TO SPECIAL PROVISIONS (APPENDIX A) ......................BLUE PAGES STANDARD PLANS AND DETAILS (APPENDIX B) ...................................WHITE PAGES CITY OF FEDERAL WAY 2020 PAVEMENT REPAIR PROJECT 2020 RFB#20-004 CITY OF FEDERAL WAY REQUEST FOR QUOTE 2020 PAVEMENT REPAIR PROJECT I. PURPOSE OF REQUEST The City of Federal Way ("City") is requesting quotes for the purpose of 2020 Pavement Repair Project. The City's needs are outlined in the following Request for Quotes ("RFQ"). II. TIME SCHEDULE The City will follow the following timetable: Issue RFQ March 12, 2020 Deadline for Submittal of Quotes March 25, 2020 at 10:00 a.m. Preliminary Selection of Firm March 25, 2020 Notify'Contractor Chosen March 25, 2020 .III. INSTRUCTIONS TO PROPOSERS A. All quotes shall be sent to: Jeff Huynh City of Federal Way 33325 8th Ave S Federal Way, WA 98003-6325 (253) 835-2721 jef f.)itzynlirGi',citrof`fedcrahvay'.coin B. If submitted on paper, all quotes must be in a sealed envelope and clearly marked in the lower left-hand corner. If submitted by email, all proposals must be clearly labeled in the subject line. The label shall identify the contents as "RFQ — 2020 Pavement Repair Project. C. All quotes must be received by the Deadline for Submittal of Quotes detailed in II. Time Schedule, at which time they will be opened. Three (3) copies of the quote must be presented.No faxed or telephone quotes will be accepted. D. Quotes should be prepared simply and economically, providing a straightforward, concise description of provider capabilities to satisfy the requirements of the request. Special bindings, colored displays, promotional materials, etc., are not desired. Emphasis should be on completeness and clarity of content. Use of recycled paper for requests and any printed or photocopied material created City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 — 1 — pursuant to a contract with the City is desirable whenever practicable. Use of both sides of paper sheets for any submittals to the City is desirable whenever practicable. E. The Capital Engineer or representative will notify the contractor selected by the date stated in I1. Time Schedule. F. All quotes must include the following information: 1. The names of individuals from those firms who will be working on the project and their areas of responsibility. 2. Completed Exhibit A. 3. A proposed outline of tasks, products and project schedule based on Exhibit A. 4. References. IV. SELECTION CRITERIA Factor Weight Given Lowest responsive, responsible quote 100% Each quote will be independently evaluated on factors one through three. V. TERMS AND CONDITIONS A. The City reserves the right to reject any and all quotes, and to waive minor irregularities in any quote. B. The City reserves the right to request clarification of information submitted, and to request additional information from the contractor. C. The City reserves the right to award the contract to the next most qualified contractor, if the successful contractor does not execute a contract within thirty (30) days after the award of the contract. D. Any quote may be withdrawn up until the date and time set above for opening of the quotes. Any quote not so timely withdrawn shall constitute an irrevocable offer, fpr a period of ninety (90) days to sell to the City the services described in the attached specifications, or until one or more of the quotes have been approved by the City administration, whichever occurs first. City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 2 - E. The contract resulting from acceptance of a quote by the City shall be in a form supplied or approved by the City, and shall reflect the specifications in this RFQ. A copy of the contract is available for review, and shall include requirements to comply with ADA, Civil Rights Act, and EEO requirements. The City reserves the right to reject any proposed agreement or contract that does not conform to the specifications contained in this RFQ, and which is not approved by the City Attorney's office. F. The City, as a recipient of federal funding, in accordance with Title VI of the Civil Rights Act of 1964, 78 Stat. 252, 42 U.S.C. 2000d to 2000d-4 and Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-Assisted Programs of the Department of Transportation issued pursuant to such Act, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises as defined at 49 CFR Part 26 will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, national origin, or sex in consideration for an award. G. The City shall not be responsible for any costs incurred by the contractor in preparing, submitting or presenting its response to the RFQ. VI. SCOPE OF SERVICES 1. Perform roadway excavation, pavement repair, and permanent painted lines replacement in three (3) locations within the City of Federal Way. The quantities provided in Schedules A, B and C are preliminary estimates to provide a common platform for quotes. Final quantities may increase or decrease and some bid items may not be used. 2. The contract resulting from this RFQ is limited to $151,556.00; final quantities and locations are unknown. 3. Once the Contractor starts work at the first location,the Contractor will be expected to complete all work within 30 days. All work shall be completed no later than December 31, 2020. 4. A preconstruction meeting and a notice to proceed are anticipated to be issued by April 28, 2020. 5. All work shall be performed in conformance with the latest edition of WSDOT Standard Plans and Standard Specifications as amended by the City of Federal Way Special Provisions and Standard Details. 6. The Contract termination date resulting from this RFQ will be December 31, 2020. City or Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 3 - VII. COMPENSATION A. Please present detailed information on the proposed fee schedule for the specifications proposed and for any variation for non-routine services, inclusive of Washington state sales tax and any other applicable governmental charges. Please provide specifics as to definitions of routine versus non-routine tasks, what is fixed as opposed to variable, and how costs are adjusted according to that classification. B. Payment by the City for the services will be made only after the services have been performed, an itemized billing statement is submitted in the form specified by the City, and approved by the appropriate City representative, which shall specifically set forth the services performed, the name of the person performing such services, and the hourly labor charge rate for such person. Payment shall be made on a monthly basis,thirty(30) days after receipt of such billing statement. G:\lawforms\Request for Quotes rev.10/19 City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 4 — PUBLIC WORKS CONTRACT FOR 2020 PAVEMENT REPAIR PROJECT This small public works contract ("Contract") is dated effective this 'L \T4 day of hVm- 20'10and is made by and between the City of Federal Way, a Washington municipal corporation ("City" or "Owner"), and Pavement Maintenance of Washington, LLC, a Washington limited liability company("Contractor"). A. The City desires to retain an independent contractor to furnish all labor and materials necessary to perform work to complete 2020 Pavement Repair Project in Federal Way, Washington("Property"); and B. The Contractor has the requisite skill and necessary experience to perform such work. NOW, THEREFORE,the Parties ("Parties") agree to the following terms and conditions: 1. SERVICES BY CONTRACTOR 1.1 Description of Work. Contractor shall perform all work and furnish all tools, materials, supplies, equipment, labor and other items incidental thereto necessary for the construction and completion of the work, more particularly described as the 2020 Pavement Repair Project, in Exhibit "A" attached hereto and incorporated by this reference, ("Work"), and in accordance with and as described in the Contract Documents, which include without limitation, this Contract, Contract Change Order Agreement attached as Exhibit `B," Contractor's Retainage Agreement attached as Exhibit "C," Contractor's Retainage Bond attached as Exhibit "D," Notice to Labor Unions attached as Exhibit "E," Certificate(s) of Insurance Form attached hereto as Exhibit "F," Performance/Payment Bond attached hereto as Exhibit "G," Prevailing Wage Rates attached as Exhibit "H," Title VI Assurances attached hereto as Exhibit "I," 2020 Pavement Repair Project Special Provisions, 2018 WSDOT/APWA Standard Specifications for Road, Bridge and Municipal Construction, Contract Special Provisions, Standard,Plans and Details attached as Appendix B, and all other Appendices attached hereto and incorporated by this reference, (collectively the "Contract Documents"), which Work shall be completed 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. 1.2 Coinplecion Dace. The Work shall be commenced within five (5) days of receipt by the Contractor of the City's Notice to Proceed. The Work shall be completed on 30 working days. In the event the Work is not completed within the time specified, Contractor agrees to pay to the City liquidated damages in the amount set forth in the formula included in Section 1.3 of this Contract.The Work shall not be deemed completed until the City has accepted the Work. City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 5 - 1.3 Liquidated Damages. Time is of the essence of the Contract. Delays inconvenience the traveling public, obstruct traffic, interfere with and delay commerce, and increase risk to Highway users. Delays also cost tax payers undue sums of money, adding time needed for administration, engineering, inspection, and supervision. Accordingly,the Contractor agrees: 1. To pay liquidated damages in the amount of$200.00 for each working day beyond the number of working days established for Physical Completion, and 2. To authorize the Engineer to deduct these liquidated damages from any money due or coming due to the Contractor. When the Contract Work has progressed to the extent that the Contracting Agency has full use and benefit of the facilities, both from the operational and safety standpoint, all the initial plantings are completed and only minor incidental Work, replacement of temporary substitute facilities, plant establishment periods, or correction or repair remains to physically complete the total Contract, the Engineer may determine the Contract Work is substantially complete. The Engineer will notify the Contractor in writing of the Substantial Completion Date. For overruns in Contract time occurring after the date so established, liquidated damages shown above will not apply. For overruns in Contract time occurring after the Substantial Completion Date, liquidated damages shall be assessed on the basis of direct engineering and related costs assignable to the project until the actual Physical Completion Date of all the Contract Work. The Contractor shall complete the remaining Work as promptly as possible. Upon request by the Engineer, the Contractor shall furnish a written schedule for completing the physical Work on the Contract. Liquidated damages will not be assessed for any days for which an extension of time is granted. No deduction or payment of liquidated damages will, in any degree, release the Contractor from further obligations and liabilities to complete the entire Contract. 1.4 Performance Standard. Contractor shall perform the Work in a manner consistent with accepted practices for other properly licensed contractors, performed to the City's satisfaction,within the time period prescribed by the City. 1.5 Compliance with Laws. Contractor shall perform the Work in accordance with all applicable federal, state and City laws, including but not limited to all City ordinances, resolutions, standards,,or policies, as now existing or hereafter adopted or amended, and obtain all necessary permits and pay all permit, inspection or other fees, at its sole cost and expense. 1.6 Change Orders. The City may, at any time, without notice to sureties, order changes within the scope of the Work. Contractor agrees to fully perform any such alterations or additions to the Work. All such change orders shall be in the form of the Contract Change Order Agreement attached hereto as Exhibit `B," which shall be signed by both the Contractor and the City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 6 - City, shall specifically state the change of the Work, the completion date for such changed Work, and any increase or decrease in the compensation to be paid to Contractor as a result of such change in the Work. Oral change orders shall not be binding upon the City unless confirmed in writing by the City. If any change hereunder causes an increase or decrease in the Contractor's cost of, or time required for, the performance or any part of the Work under this Contract, an equitable adjustment will be made and the Contract modified in writing accordingly. If the Contractor intends to assert a claim for an equitable adjustment hereunder, it shall, within five (5) days after receipt of a written change order from the City or after giving the City the written notice required above, as the case may be, submit to the City a written statement setting forth the general nature and monetary extent of such claim; provided the City, in its sole discretion, may extend such five (5) day submittal period upon request by the Contractor. The Contractor shall supply such supporting documents and analysis for the claims as the City may require to determine if the claims and costs have merit. No claim will be allowed for any costs incurred more than five (5) days before the Contractor gives written notice as required. No claim by the Contractor for an equitable adjustment hereunder will be allowed if asserted after final payment under this Contract. 1.7 Work and Materials Omitted. The Contractor shall, when directed in writing by the City, omit work, services and materials to be furnished under the Contract and the value of the omitted work and materials will be deducted from the Total Compensation and the delivery schedule will be reviewed if appropriate. The value of the omitted work, services and materials will be a lump sum or unit price, as mutually agreed upon in writing by the Contractor and the City. If the parties cannot agree on an appropriate deduction, the City reserves the right to issue a unilateral change order adjusting the price and the delivery schedule. 1.8 Utility Location. Contractor is responsible for locating any underground utilities affected by the Work and is deemed to be an excavator for purposes of Chapter 19.122 RCW, as amended. Contractor shall be responsible for compliance with Chapter 19.122 RCW, including utilization of the"one call" locator system before commencing any excavation activities. 1.9 Air Environment. Contractor shall fully cover any and all loads of loose construction materials including without limitation, sand, dirt, gravel, asphalt, excavated materials, construction debris, etc., to protect said materials from air exposure and to minimize emission of airborne particles to the ambient air environment within the City of Federal Way. 2. TERM This Contract shall commence on the effective date of this Contract and continue until the completion of the Work, which shall be no later than the 30th day of June 2020, and the expiration of all warranties contained in the Contract Documents ("Term"). City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 7 - 3. WARRANTY 3.1 Requisite Skill. The Contractor warrants that it has the requisite skill to complete the Work, and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to being registered to do business in the City of Federal Way by obtaining a City of Federal Way business registration. Contractor represents that it has visited the site and is familiar with all of the plans and specifications in connection with the completion of the Work. 3.2 Defective Work. The Contractor shall, at its sole cost and expense, correct all Work which the City deems to have defects in workmanship and material discovered within one (1) year after the City's final acceptance of the Work. 4. COMPENSATION 4.1 Total Compensation. In consideration of the Contractor performing the Work, the City agrees to pay the Contractor a fixed fee equal to exceed One Hundred Fifty-One Thousand Five Hundred Fifty-Six and No/100 Dollars ($151,556.00), which amount shall constitute full and complete payment by the City. 4.2 Central:lot- ResL) rnsiifle For Tares. (Optional phrase: Except as otherwise provided in Section 4.1 hereof,)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 Contract. 4.3 Nonpayment. The City shall have the right to withhold payment to the Contractor for any of the Work not completed in a satisfactory manner, in the City's sole discretion, which shall be withheld until such time as Contractor modifies or repairs the Work so that the Work is acceptable to the City. 4.4 Method of Payment. Payment by the City for the Work will only be made after the Work has.been completed, a voucher or invoice is submitted in the form specified by the City, and such invoice is approved by the appropriate City representative. Payment shall be made within thirty(30) days of receipt of such invoice or voucher unless otherwise set forth in the Bid Form. The Contractor's acceptance of such payment for the Work shall constitute full compensation for the performance of the Work. Invoices shall be submitted, in duplicate to: City of Federal Way ATTN: Accounts Payable 33325 8th Avenue South Federal Way, WA 98003-6325 City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 8 - Duplicate invoices shall be furnished to: City of Federal Way ATTN: Staff Name Public Works Department 33325 8th Avenue South Federal Way, WA 98003-6325 4.5 Reta0 e. Pursuant to Chapter 60.28 RCW, five percent (5%) of the Total Compensation shall be retained by the City to assure payment of Contractor's state taxes as well as payment of subcontractors, suppliers and laborers. Upon execution of this Contract, Contractor shall complete, execute and deliver to the City the Contractor's Retainage Option attached hereto as Exhibit "C" or execute the Retainage Bond attached hereto as Exhibit"D."No payments shall be made by the City from the retained percentage fund ("Fund") nor shall the City release any retained percentage escrow account to any person, until the City has received from the Department of Revenue a certificate that all taxes, increases, and penalties due from the Contractor and all taxes due and to become due with respect to the Contract have been paid in full or that they are, in the Department's opinion, readily collectible without recourse to the State's lien on the retained percentage. Upon non-payment by the general contractor, any supplier or subcontractor may file a lien against the retainage funds, pursuant to Chapter 60.28 RCW. Subcontractors or suppliers are required to give notice of any lien within forty-five (45) days of the completion of the Work and in the manner provided in RCW 39.08.030. Within sixty (60) days after completion of all Work on this Contract, the City shall release and pay in full the money held in the Fund, unless the City becomes aware of outstanding claims made against this Fund. 5. EQUAL OPPORTUNITY EMPLOYER In all Contractor services, programs or activities, and all Contractor hiring and employment made possible by or resulting from this Contract,there shall be no discrimination by Contractor or by Contractor's employees, agents, subcontractors or representatives against any person because of sex, age (except minimum age and retirement provisions),race, color, creed, national origin, marital status 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 Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non- discrimination. Contractor shall post a notice to Labor Unions or other employment organizations, attached hereto as Exhibit"E," as required by Section 202 of Executive Order 11246.Any material violation of this provision shall be grounds for termination of this Contract by the City and, in the case of the Contractor's breach,may result in ineligibility for further City City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 — 9 — agreements. If this project involves federal funds including USDOT funds administered by WSDOT,the contractor agrees to the clauses contained in Exhibit I. 6. INDEPENDENT CONTRACTOR/CONFLICT OF INTEREST 6.1 It is the intention and understanding of the Parties that the Contractor shall be an independent contractor and that 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 which may arise as an incident of employment. The Contractor shall pay all income and other taxes due. 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. It is recognized that Contractor may or will be performing professional services during the Term for other parties; provided, however, that 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. 6.2 If the Contractor is a sole proprietorship or if this is a contract 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. 7. TERMINATION Prior to the expiration of the Term, this Contract may be terminated immediately, with or without cause by the City. 8. INDEMNIFICATION 8.1 Contractor Indemnification. The Contractor agrees to indemnify, defend and hold the City, its elected officials, officers, employees, agents, and volunteers harmless from any and all claims, demands, losses, actions and liabilities (including costs and all attorney fees) 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 Contract to the extent caused by the negligent acts, errors or omissions of the Contractor, its partners, shareholders, agents, employees, or by the Contractor's breach of this Contract. Contractor waives any immunity that may be granted to it under the Washington State Industrial Insurance Act, Title 51 RCW. 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. 8.2 City Indemnification. The City agrees to indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, and agents harmless from any and all claims, demands, losses, actions and liabilities (including costs and attorney fees) to City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 10 - 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 Contract to the extent solely caused by the negligent acts, errors, or omissions of the City, its employees or agents. 8.3 Survival. The provisions of this Section shall survive the expiration or termination of this Contract with respect to any event occurring prior to such expiration or termination. 9. INSURANCE 9.1 Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating, which is satisfactory to the City: (1) Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; (2) Commercial general liability insurance with combined single limits of liability not less than $2,000,000 for bodily injury, including personal injury or death, products liability and property damage. (3) Automobile liability insurance with combined single limits of liability not less than $2,000,000 for bodily injury, including personal injury or death and property damage. (4) If any structures are involved in the Contract, the Contractor shall maintain an All Risk Builder's Risk 2 form at all times in an amount no less than the replacement value of the structure until final acceptance of the project by the City. 9.2 Endorsements. Each insurance policy shall contain, or be endorsed to contain, the following provisions: (1) The City, its officers, officials, employees, volunteers and agents shall each be named as additional insured. (2) Coverage may not be terminated or reduced in limits except after thirty (30) days prior written notice by certified mail, return receipt requested,to the City. (3) Coverage shall be primary and non-contributory insurance as respects the City, its officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officials, employees or volunteers shall be in excess of Contractor's insurance. (4) Coverage shall apply to each insured separately against whom claim is made or suit is brought. City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 — 11 — (5) Coverage shall be written on an "occurrence"form as opposed to a"claims made" or"claims paid" form. 9.3 Verification. Contractor shall furnish the City with certificates of insurance evidencing the coverage required by this Section, in compliance with the Certificate(s) of Insurance Form attached hereto as Exhibit "F," which certificate must be executed by a person authorized by the insurer to bind coverage on its behalf. The City reserves the right to require complete certified copies of all required insurance policies, at any time. 9.4 Subcontractors. Contractors shall include all subcontractors as additional insured under its policies or shall furnish separate certificates for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein. 9.5 Deductibles and Self Insured 1�etciifons. Any deductibles or self-insured retentions must be disclosed by Contractor and approved in writing by the City. At the option of the City, Contractor shall either reduce or eliminate such deductibles or self-insured retentions or procure a bond guaranteeing payment for any amounts not covered by the insurance by reason of such deductibles or self-insured retentions. 9.6 Asbestos Abatement or Hazardous Materials. If asbestos abatement or hazardous materials work is perfprmed, Contractor shall review coverage with the City's Risk Manager and provide scope and limits of coverage that are appropriate for the scope of Work and are satisfactory to the City. Contractor shall not commence any Work until its coverage has been approved by the Risk Manager. 9.7 Termination. The Contractor's failure to provide the insurance coverage required by this Section shall be deemed to constitute non-acceptance of this Contract by the Contractor and the City may then award this Contract to the next lower bidder. The provisions of this Section shall survive the expiration or termination of this Contract with respect to any event occurring prior to such expiration or termination. 10. PERFORMANCE/PAYMENT BOND Pursuant to RCW 39.08.010, Contractor shall post a Performance/Payment Bond in favor of the City, in the form attached to this Contract as Exhibit "G" and incorporated by this reference, in a dollar amount satisfactory to the City; to guarantee Contractor's performance of the Work to the City's satisfaction; to insure Contractor's performance of all of the provisions of this Contract; and to guarantee Contractor's payment of all laborers, mechanics, subcontractors and material persons. Contractor's obligations under this Contract shall not be limited to the dollar amount of the bond. Alternatively, pursuant to RCW 39.08.010, at the option of Contractor, if the value of this City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 12 - Contract is less than One Hundred Fifty Thousand Dollars ($150,000.00), the City may, in lieu of a bond, retain ten percent (10%) of the Contract amount for a period of thirty (30) days after the date of final acceptance, or until receipt of all necessary releases from the Department of Revenue and the Department of Labor and Industries and settlement of any liens filed under Chapter 60.28 RCW, whichever is later. R 11. SAFETY Contractor shall take all necessary precautions for the safety of employees on the work site and shall comply with all applicable provisions of federal, state and municipal safety and health laws and codes, including without limitation, all OSHA/WISHA requirements, Safety and Health Standards for Construction Work (Chapter 296-155 WAC), General Safety and Health Standards (Chapter 296-24 WAC), and General Occupational Health Standards (Chapter 296-62 WAC). Contractor shall erect and properly maintain, at all times, all necessary guards, barricades, signals and other safeguards at all unsafe places at or near the Work for the protection of its employees and the public, safe passageways at all road crossings, crosswalks, street intersections, post danger signs warning against known or unusual hazards and do all other things necessary to prevent accident or loss of any kind. Contractor shall protect from damage all water, sewer, gas, steam or other pipes or conduits, and all hydrants and all other property that is likely to become displaced or damaged by the execution of the Work. The Contractor shall, at its own expense, secure and maintain a safe storage place for its materials and equipment and is solely responsible for the same. 12. PREVAILING WAGES 12.1 Wages of Finployees.This Contract is subject to the ininimum wage requirements of Chapter 39.12 of the Revised Code of Washington, as now existing or hereafter amended or supplemented. In the payment of hourly wages and fringe benefits to be paid to any of Contractor's laborers, workpersons and/or mechanics, Contractor shall not pay less than the "prevailing rate of wage" for an hour's work in the same trade or occupation in the locality within the State of Washington where such labor is performed, as determined by the Industrial Statistician of the Department of Labor and Industries of the State of Washington, which "prevailing rates of wage" are attached hereto as Exhibit "H" and incorporated herein by this reference. Prevailing wages paid pursuant to this Agreement shall be the prevailing wage rates, which are in effect on the date when the bids, proposals, or quotes were required to be submitted to the City. 12.2 Exemptions to Prevailing Wage. The prevailing wage requirements of Chapter 39.12 RCW, and as required in this Contract do not apply to: (1) Sole owners and their spouses; (2) Any partner who owns at least 30%of a partnership; and City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 13 - (3) The President, Vice President and Treasurer of a corporation if each one owns at least 30%of the corporation. 12.3 Reporting Requirements. Contractor shall comply with all reporting requirements of the Department of Labor and Industries of the State of Washington. Upon the execution of this Contract, Contractor shall complete and file a Statement of Intent to Pay Prevailing Wages with the Department of Labor and Industries. Upon completion of the Work, Contractor shall complete and file an Affidavit of Wages Paid with the Department of Labor and Industries. Contractor shall deliver copies of both the Statement of Intent to Pay Prevailing Wages and the Affidavit of Wages Paid, certified by the Department of Labor and Industries,to the City. 12.4 Disputes. In the event any dispute arises as to what are the prevailing rates of wages for work of a similar nature and such dispute cannot be resolved by the City and the Contractor, the matter shall be referred for arbitration to the Director of the Department of Labor and Industries of the State of Washington and the decision therein shall be final and conclusive and binding on all parties involved in the dispute. 13. FAILURE TO PAY SUBCONTRACTORS In the event the Contractor shall fail to pay any subcontractors or laborers, or fail to pay for any materials or any insurance premiums, the City may terminate this Contract and/or the City may withhold from the money which may be due the Contractor an amount necessary for the payment of such subcontractors, laborers, materials or insurance premiums. 14. OWNERSHIP OF DOCL MEN 1-'S All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files computer disks, magnetic media, all finished or unfinished documents or material which may be produced or modified by Contractor while performing the Work shall become the property of the City and shall be delivered to the City at its request. 15. CONFIDENTIALITY Any records, reports, information, data or other documents or materials given to or prepared or assembled by the Contractor under this Contract will be kept as confidential and shall not be made available to any individual or organization by the Contractor without prior written approval of the City. 16. 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 this Contract and such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Contract. These records shall be subject at all City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 14 - 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 Contract. 17. CLEAN UP At any time ordered by the City and immediately after completion of the Work, the Contractor shall, at its own expense, clean up and remove all refuse and unused materials of any kind resulting from the Work. In the event the Contractor fails to perform the necessary clean up, the City may, but in no event is it obligated to, perform the necessary clean up and the costs thereof shall be immediately paid by the Contractor to the City and/or the City may deduct its costs from any remaining payments due to the Contractor. 18. CON'] 1�ACTOR AND `L1BCONTR.,,ICTOR RESPONSIBILITY: 18.1 Contractor Verification. The Contractor verifies that it has a certificate of registration with the State of Washington; has a current state unified business identifier number; is not disqualified from bidding on any public works contract under RCW 39.06.010 or 39.12.065 (3); has industrial insurance as required by Title 51 RCW, if applicable; has an employment security department number as required in Title 50 RCW, if applicable; has a state excise tax registration number as required in Title 82 RCW, if applicable; possesses a valid electrical contractor license as required by chapter 19.28 RCW, if applicable; and possesses an elevator contractor license as required by chapter 70.87 RCW, if applicable. 18.2 Subcontractor Contracts. The Contractor shall include the language of this section in each of its first-tier subcontracts, and shall require each of its subcontractors to include the same language of this section in each of their subcontracts, adjusting only as necessary the terms used for the contracting parties. Upon request of the Owner, the Contractor shall promptly provide documentation to the Owner demonstrating that the subcontractor meets the subcontractor responsibility criteria below. The requirements of this section apply to all subcontractors regardless of tier. 18.3 Subcontractor Verification. At the time of subcontract execution, the Contractor shall verify that each of its first tier subcontractors meets the following bidder responsibility criteria: Have a current certificate of registration in compliance with chapter 18.27 RCW, which must have been in effect at the time of subcontract bid submittal; Have a current Washington Unified Business Identifier(UBI)number;Not be disqualified from bidding on any public works contract under RCW 39.06.010 or 39.12.065 (3); Have Industrial Insurance (workers' compensation) coverage for the subcontractor's employees working in Washington, as required in Title 51 RCW, if applicable; A Washington Employment Security Department number, as required in Title 50 RCW, if applicable; A Washington Department of Revenue state excise tax registration number, as required in Title 82 RCW, if applicable; An electrical contractor license, if required by Chapter 19.28 RCW, if applicable; An elevator contractor license, if required by Chapter 70.87 RCW. City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 15 - { 19. GENERAL PROVISIONS 19.1 Entire Contract. The Contract Documents contain all of the agreements of the Parties with respect to any matter covered or mentioned in this Contract and no prior agreements or understandings pertaining to any such matters shall be effective for any purpose. 19.2 Modification. No provisions of this Contract, including this provision, may be amended or added to except by agreement in writing signed by the Parties or their respective successors in interest. 19.3 Full Force and Effect. Any provision of this Contract, which is declared invalid, void or illegal, shall in no way affect, impair, or invalidate any other provision hereof and such other provisions shall remain in full force and effect. 19.4 Assignment. The Contractor shall not transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the City. In the event the City consenp to any such assignment or transfer, such consent shall in no way release the Contractor from any of its obligations or liabilities under this Contract. 19.5 Successors In Interest. Subject to the preceding Subsection, this Contract shall be binding upon and inure to the benefit of the Parties' successors in interest, heirs and assigns. 19.6 Attorney Fees. In the event the City or the Contractor defaults on the performance of any terms in this Contract, and the Contractor or City places the enforcement of the Contract or any part thereof, or the collection of any monies due, or to become due hereunder, or recovery of possession of any belongings, in the hands of an attorney, or file suit upon the same, each Party shall pay all its own attorneys' fees, costs and expenses. The venue for any dispute related to this Contract shall be King County, Washington. 19.7 No Waiver. Failure of the City to declare any breach or default immediately upon occurrence thereof, or delay in taking any action in connection with, 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. 19.8 Governing Law. This Contract shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington. 19.9 Authori . Each individual executing this Contract on behalf of the City and Contractor represents and warrants that such individuals are duly authorized to execute and deliver this Contract on behalf of the Contractor or City. 19.10 Notices. Any notices required to be given by the City to Contractor or by the Contractor to the City shall be delivered to the Parties at the addresses set forth below. Any notices may be delivered personally to the addressee of the notice or may be deposited in the City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 16 - United States mail, postage prepaid, to the address set forth herein. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. 19.11 Captions. The respective captions of the Sections of this Contract are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect in any respect any of the provisions of this Contract. 19.12 Performance. Time is of the essence of this Contract and each and all of its provisions in which performance is a factor. Adherence to completion dates is essential to the Contractor's performance of this Contract. 19.13 Compliance with Ethics Code. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation and/or performance of this Contract, this Contract may be rendered null and void, at the City's option. 19.14 Con 11iciing Provisions. In the event of a conflict between the terms and provisions of any of the Contract Documents, the Mayor or his or her designee shall issue an interpretation of the controlling document,which interpretation shall be final and binding. DATED the day and year set forth above. CI FEDE AL WAY: m Ferrell,Mayor 33325 8th Avenue South ` Federal Way, WA 98003-6325 APPROVED AS TO FORM: ATTEST: J. Ryan Call, City Attorney 4 Stephanie`Courtney,CMC, City Clerk City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 17 - t CONTRACTOR NAME: PMOW �-�- By: \At Its: 6-e 1 \ \JC- "Fu's Qod Uja- (Address) (Phone) STATE OF WASHINGTON ) ) ss. COUNTY OF tr ) Ori this day personally appeared before me NVA —\N to me known to be the Zs�ac ,� of PML'2�p LLC that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. -ro GIVEN my hand and official seal this '21 day of PsVii L , 2020 �eiW+k�rlMr+pr�ryr �� y (typed/printed name of notary) °��t1A�lyT ,P�� i Notary Public in and for the State of Washington. No °'. My commission expires Ay p9LIC ■■ r r if e 4tll 7�11v1v City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 18 - EXHIBIT "A" BID SCHEDULE This project shall consist of Roadway Excavation Incl. Haul,HMA Class 1/2"PG 58H-22 for Pavement Repair, Pavement Markings, and all items necessary to complete the work as described in the Contract Document. SCHEDULE A-28TH AVE S (S 317TH ST TO S 304TH S ITEM SECT. ITEM DESCRIPTION APPR UNIT UNIT TOTAL BID NO. QTY PRICE 1 1-09 Mobilization 1 LS $5,000.00 $5,000.00 2 1-10 Flaggers and Spotters 92 HR $85.00 $7,820.00 3 1-10 Other Traffic Control Labor 6 HR $85.00 $510.00 4 1-10 Temporary Traffic Control 1 LS $10,500.00 $10,500.00 5 1-10 Portable Changeable Message Sign 6 DAY $250.00 $1,500.00 6 2-03 Roadway Excavation Incl.Haul 80 CY $100.00 $8,000.00 7 5-04 HMA Cl. '/z"PG 581-1-22 for 170 TN $60.00 $10,200.00 Pavement Repair 8 8-01 Inlet Protection Insert 8 EA $150.00 $1,200.00 9 8-09 Raised Pavement Marker,Type 2 0.5 HUND $800.00 $400.00 10 8-22 Paint Line 1,980 LF $2.00 $3,960.00 11 8-22 Plastic Stop Line 16 LF $12.00 $192.00 12 8-22 Plastic Traffic Arrow 3 EA $200.00 $600.00 SUBTOTAL SCHEDULE A= $49,882.0 City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 — 19 — SCHEDULE B-WEYERHAEUSER WAY S S 336TH ST WEYERHAEUSER WAYS) ITEM SECT. ITEM DESCRIPTION APPR UNIT UNIT TOTAL BID NO. QTY PRICE 1 1-09 Mobilization 1 LS $5,000.00 $5,000.00 2 1-10 Flaggers and Spotters 92 HR $85.00 $7,820.00 3 1-10 Other Traffic Control Labor 6 HR $85.00 $510.00 4 1-10 Temporary Traffic Control 1 LS $10,500.00 $10,500.00 5 1-10 Portable Changeable Message Sign 6 DAY $250.00 $1,500.00 6 2-03 Roadway Excavation Incl.Haul 30 CY $100.00 $3,00.00 7` 5-04 HMA Cl. '/2'PG 581-1-22 for 63 TN $60.00 $3,780.00 Pavement Repair 8 8-01 Inlet Protection Insert 6 EA $150.00 $900.00 9 8-09 Raised Pavement Marker,Type 2 0.4 HUND $800.00 $320.00 10 8-22 Paint Line 610 LF $2.00 $1,220.00 11 8-22 Plastic Stop Line 40 LF $12.00 $480.00 12 8-22 Plastic Yield Line Symbol 3 EA $200.00 $600.00 13 8-22 Plastic Traffic Arrow 1 EA $200.00 $200.00 SUBTOTAL SCHEDULE B= $35,830.00 City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 20 - SCHEDULE C -MILITARY ROAD S (S 320TH ST TO CITY LIMIT ITEM SECT. ITEM DESCRIPTION APPR UNIT UNIT TOTAL BID NO. QTY PRICE 1 1-09 Mobilization 1 LS $5,000.00 $5,000.00 2 1-10 Flaggers and Spotters 114 HR $85.00 $9,690.00 3 1-10 Other Traffic Control Labor 6 HR $85.00 $510.00 4 1-10 Off Duty Uniformed Police Officer 1 FA $3,000.00 $3,000.00 5 1-10 Temporary Traffic Control 1 LS $12,000.00 $12,000.00 6 1-10 Portable Changeable Message Sign 8 DAY $250.00 $2,000.00 7 2-03 Roadway Excavation Incl.Haul 115 CY $100.00 $11,500.00 8 5-04 HMA Cl. '/2"PG 581-1-22 for 235 TN $60.00 $14,100.00 PaveAnent Repair 9 8-01 Inlet Protection Insert 12 EA $150.00 $1,800.00 10 8-09 Raised Pavement Marker,Type 2 0.5 HUND $800.00 $400.00 11 8-22 Paint Line 1,872 LF $2.00 $3,744.00 12 8-22 Plastic Wide Line 175 LF $12.00 $2,100.00 SUBTOTAL SCHEDULE C=$65,844.04 TOTAL SCHEDULES A,B &C=$151,556.00 City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 21 - EXHIBIT"B" CONTRACT CHANGE ORDER AGREEMENT PROJECT NUMBER CHANGE ORDER NUMBER EFFECTIVE DATE PROJECT TITLE CONTRACTOR SUMMARY OF PROPOSED CHANGES: The time provided for completion in the Contract is ❑ Unchanged ❑ Increased ❑ Decreased by Calendar Days. This Document shall become an Amendment to the Contract and all provisions of the Contract not amended herein will apply to this Change Order. Will this change affect expiration or extent of Insurance coverage? ❑Yes❑No If"Yes"Will the Policies Be Extended? ❑Yes❑No PRICE CHANGE LUMP SUM: INCREASE$ DECREASE$ UNIT PRICE: THE ITEMS ARE APPROXIMATE OR ESTIMATED QUANTITIES INVOLVED IN THIS CHANGE ITEM NO. ITEM QTY. UNIT PRICE ADD OR DELETE TOTAL NET CONTRACT: INCREASE$ DECREASE$ STATEMENT: Payment for the above work will be in accordance with applicable portions of the standard specifications, and with the understanding that all materials, workmanship and measurements shall be in accordance with the provisions of the standard specifications, the contract plans, and the special provisions governing the types of construction. DEPARTMENT RECAP TO DATE: ORIGINAL CONTRACT AMOUNT $ PREVIOUS CHANGE ORDERS $ THIS CHANGE ORDER $_ *ADJUSTMENTS $ NEW CONTRACT AMOUNT $ CONTRACTOR'S SIGNATURE DATE City of Federal Way RFB 420-004 2020 Pavement Repair Project 2020 Rev 1/20 -- 22 - DIRECTOR'S SIGNATURE DATE ADJUSTMENTS CHANGE ORDER ESTIMATE IS HEREBY ❑INCREASED $ ❑DECREASED $ _ PAY THIS ADJUSTED AMOUNT: $ DIRECTOR'S SIGNATURE DATE City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 -- 23 - EXHIBIT"C" CONTRACTOR'S RETAINAGE OPTION IDENTIFICATION AND DESCRIPTION Project Title I _ — RFB No: Contractor: i GENERAL REQUIREMENTS 1. In accordance with applicable State Statutes, a contract retainage not to exceed five percent of the moneys earned by the contractor wlII be reserved by the City. 2. All investments selected are subject to City approval. •3. The final disposition of the contract retainage will be made in accordance with applicable State Statutes. CONTRACTOR'S INSTRUCTIONS Pursuant to RCW 60.28.011 I hereby notify the City of Federal Way of my instructions for the retainage withheld under the terms of this contract: o Option 1: Retained in a fund by the City of Federal Way. No interest will be paid to the contractor. G Option 2: Deposited in an interest-bearing account in a bank, mutual savings bank,or savings and loan association. Interest paid to the contractor. Contractor shall have the bank(or other) execute a separate`City of Federal Way Retainage Bank Acceptance Agreement"upon contract award.The City will provide the agreement to the Contractor if this option is selected. O Option 3: Placed in escrow with a bank or trust company. Contractor shall execute,and have escrow account holder execute a separate"City of Federal Way Construction Retainage Escrow Agreement" upon contract award. The City will provide the agreement to the Contractor if this option is selected. All investments are subject to City approval. The cost of the investment program,and risk thereof,is to be borne entirely by.the contractor. Option 4: Contractor shall submit a "Retainage Bond"on City-provided form (Exhibit D of this Agreement). Contractor Signature DJte City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 — 24 — EXHIBIT "D" Bond#WA5227854 RETAINAGE BOND TO CITY OF FEDERAL WAY 2020 PAVEMENT REPAIR PROJECT KNOW ALL PERSONS BY THESE PRESENTS that we, the undersigned, Pavement Maintenance of Washington LLC as principal ("Principal', and Merchants National Bonding Inc _, a Corporation organized and existing under the laws of the State of Iowa _ , as a surety Corporation, and qualified under the laws of the State of Washington to become surety upon bonds of Contractors with Municipal Corporations, as surety("Surety', are jointly and severally held and firmly bonded to the City of Federal Way C'City') in the penal sum of: Seven Thousand, Five Hundred Seventy-Eight Dollars($ 7.578.00 ) for the payment of which sum we bind ourselves and our successors, heirs,administrators or personal representatives,as the case may be. A.This obligation is entered into in pursuant to the statutes of the State of Washington and the ordinances, regulations,standards and policies of the City,as now existing or hereafter amended or adopted. B. Pursuant to proper authorization, the Mayor is authorized to enter into a certain contract with the Principal, providing for the 2020 Pavement Repair_._......._ Project, which contract is incorporated herein by this reference C'Contract's,and C. Pursuant to State law,Chapter 60.28 RCW,the City is required to reserve from the monies earned by the Principal pursuant to the contract, a sum not to exceed five percent(5%), said sum to be retained by the City as a trust fund for the protection and payment of any person or persons, mechanic, subcontractor or material men who shall perform any labor upon such contract or the doing of such work, and all persons who shall supply such person or persons or subcontractors with provisions and supplies for the carrying on of such work, and the State with the respect to taxes imposed pursuant to Title 82 RCW which may be due from said Principal. Every person performing labor or furnishing supplies towards completion of said improvement or work shall have a lien on said monies so reserved, provided that such notice of the lien of such claimant shall be given in the manner and within the time provided in RCW 39.08.030 as now existing and in accordance with any amendments that may hereafter be provided thereto; and D. State law further provides that with the consent of the City, the Principal may submit a bond for all or any portion of the amount of funds retained by the public body in a form acceptable to the public body conditioned upon such bond any proceeds therefrom being made subject to all claims and liens and in the same manner and priority as set forth retained percentages pursuant to Chapter 60.28 RCW; and E. The Principal has accepted, or is about to accept, the Contract, and undertake to perform the work therein provided for in the manner and within the time set forth, for the amount of$ 151.556.00 and F. The City is prepared to release any required retainage money previously paid by the Principal prior to acceptance and successful operation and fulfillment of all other terms of said contract upon being indemnified by these presents, NOW,THEREFORE, if the Principal shall perform all the provisions of the Contract in the manner and within the time period prescribed by the City, or within such extensions of time as may be granted under the Contract, and shall pay all laborers, mechanics, subcontractors and material men or women, and all persons who shall supply the Principal or subcontractors with provisions and supplies for the carrying on of said work, and if the Principal shall pay to the State all taxes imposed pursuant to Title 82 RCW which may be due from such Principal as a result of this contract then and in the event this obligation shall be void; but otherwise it shall be and remain in full force and effect. And the Surety, for value received, hereby further stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the work to be performed thereunder or the specifications City of Federal Way RFB 920-004 2020 Pavement Repair Project 2020 Rev 1/20 25 - accompanying the same shall in any way affect its obligation on this bond, and it does hereby waive notice of any change,extension of time, alterations or additions to the terms of the Contract or to the Work. The Surety hereby agrees that modifications and changes may be made in the terms and provisions of the Contract without notice to Surety, and any such modifications or changes increasing the total amount to be paid the Principal shall automatically increase the obligation of the Surety on this Retainage Bond in a like amount, such increase, however, not to exceed twenty-five percent (25%) of the original amount of this bond without consent of the Surety. Within forty-five (45) days of receiving notice that the Principal has defaulted on all or part of the terms of the Contract, the Surety shall make written commitment to the City that it will either: (a)cure the default itself within a reasonable time period, or (b) tender to the City, the amount necessary for the City to remedy the default, including legal fees incurred by the City, or(c) in the event that Surety's evaluation of the dispute is not complete or in the event the Surety disputes the City's claim of default,the Surety shall notify the City of its finding and its intent, if any, to interplead. The Surety shall then fulfill its obligations under this bond, according to the option it has elected. Should Surety elect option (a)to cure the default,the penal sum of the Bond shall be reduced in an amount equal to the costs actually incurred by the Surety in curing the default. If the Surety elects option (b), then upon completion of the necessary work, the City shall notify the Surety of its actual costs. The City shall return, without interest,any overpayment made by the Surety and the Surety shall pay to the City any actual costs which exceed the City estimate, limited to the bond amount. Should the Surety elect option (c), the Parties shall first complete participation in mediation,described in the below paragraph, prior to any interplead action. In the event a dispute should arise between the Parties to this Bond with respect to the City's declaration of default by the Principal, the Parties agree to participate in at least four hours of mediation to resolve said dispute. The Parties shall proportionately share in the cost of the mediation. The mediation shall be administered by Judicial Dispute Resolution, LLC, 1425 Fourth Avenue, Suite 300, Seattle, Washington 98101. The Surety shall not interplead prior to completion of the mediation. The parties have executed this instrument under their separate seals this 28th day of April _ 2020 , the name and corporate seal of each corporate party hereto affixed, and these presents duly signed by its undersigned representatives pursuant to authority of its governing body. CORPORATE SEAL: PRINCIPAL Paven nt M i ena ce of Washington LLC By: ApIrMiffenborn Title: Managing Member Address: 19411 SE Green Valley Rd, Auburn,WA 98092 CORPORATE SEAL: SURETY Merchalational B "riding Inc By: G � _. Attorney-i - act (Attach Power of Attorney) Cameron Huntsucker Title: Attorney-in-Fact Address: c/o Integrity Surety LLC 17544 Midvale Ave N#300 Seattle WA 98133 City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 26 - Surety Notary Acknowledgement STATE OF Washington ) ss. COUNTY OF King_ _} On April 28, 2020 before me personally appeared Cameron Fluntsucker, who proved to me on the basis of satisfactory evidence to be the Attorney-in-Fact for Merchants National gondlnF,, Inc whose name is subscribed to the within instrument and acknowledged to me that he executed the same in His authorized capacity, and that by His signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of Washington that the foregoing paragraph is true and correct. � � 4pFd WITNESS my hand and official seal. r+�1 P+G 6.S'!/k,`�, �ye�,A o •aq Q, Seal Signature !s�.: __. ) _ %0TAge�s� Kanisha Gresham Notary Public in and for State of Washington, _ PUBLIC : residing at Lynnwood WA �'�,,`S'h •.';'� „+ '.� �`` My commission expires 12/12/2022 rjl ,I� 111j 11110 4444`` MERCHANTS BONDING COMPANY- POWER OF ATTORNEY Know All Persons By These Presents,that MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING,INC., both being corporations of the State of Iowa(herein collectively called the"Companies")do hereby make,constitute and appoint,individually, Cameron Huntsucker;Kanisha Gresham;Kara Skinner;Mercedes Trokey-Moudy their true and lawful Attorney(s)-in-Fact, to sign its name as surety(ies) and to execute, seal and acknowledge any and all bonds, undertakings, contracts and other written instruments in the nature thereof, on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. This Power-of-Attorney is granted and is signed and sealed by facsimile under and by authority of the following By-Laws adopted by the Board of Directors of Merchants Bonding Company (Mutual) on April 23, 2011 and amended August 14, 2015 and adopted by the Board of Directors of Merchants National Bonding,Inc.,on October 16,2015. "The President, Secretary,Treasurer, or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys-in-Fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings,recognizances,contracts of indemnity and other writings obligatory in the nature thereof." "The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company,and such signature and seal when so used shall have the same force and effect as though manually fixed." In connection with obligations in favor of the Florida Department of Transportation only,it is agreed that the power and aut hority hereby given to the Attorney-in-Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only,it is agreed that the power and authority hereby given to the Attorney-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner- Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation. In Witness Whereof,the Companies have caused this instrument to be signed and sealed this 11th day of February 2020 ,,........ 0 ......... * MERCHANTS BONDING COMPANY � 92 ¢� O�AO ��9�4 MERCHANTS NATIONAL BONDING,(NC.UAL) `�: �'. 2003 :: .s' 1933 c. By '07 _y. Atl President STATE OF IOWA COUNTY OF DALLAS ss. On this 11th day of February 2020 before me appeared Larry Taylor, to me personally known, who being by me duly sworn did say that he is President of MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC.; and that the seals affixed to the foregoing instrument are the Corporate Seals of the Companies;and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. -P`.tA( POLLY MASON o e q Commission Number 750576 mksqw''`--' My Commission Expires PA� ,QwQ January 07, 2023 Notary Public (Expiration of notary's commission does not invalidate this instrument) 1,William Warner,Jr.,Secretary of MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING,INC.,do hereby certify that the above and foregoing is a true and correct copy of the POWER-OF-ATTORNEY executed by said Companies,which is still in full force and effect and has not been amended or revoked. In Witness Whereof, I have hereunto set my hand and affixed the seal of the Companies on this 28th day of April 2020 2003 a 1933 c: Secretary r F,j1 ♦ i' POA 0018 (1/20) EXHIBIT "G" Bond#NWA2056 CITY OF FEDERAL WAY PERFORMANCE/PAYMENT BOND KNOW ALL PEOPLE BY THESE PRESENTS: We,the undersigned Pavement Maintenance of Washington LLC ,("Principal")and Merchants National Bonding Inc ,the undersigned corporation organized and existing under the laws of the State of Iowa and legally doing business in the State of Washington as a surety ("Surety"), are held and firmly bonded unto the City of Federal Way, a Washington municipal corporation("City") in the penal sum of *** Dollars and no/100($. 151,556,00 ] for the payment of which we firmly bind ourselves and our legal representatives, heirs, successors and assigns,jointly and severally. ***One Hundred Fifty-One Thousand, Five Hundred Fifty-Six and 00/100 This obligation is entered into pursuant to the statutes of the State of Washington and the ordinances, regulations, standards and policies of the City,as now existing or hereafter amended or adopted. The Principal has entered into an Agreement with the City dated 20 for 2020 Pavement Repair Project NOW, THEREFORE, if the Principal shall perform all the provisions of the Agreement in the manner and within the time period prescribed by the City, or within such extensions of time as may be granted under the Agreement, and shall pay all laborers,mechanics, subcontractors and material men or women, and all persons who shall supply the Principal or subcontractors with provisions and supplies for the carrying on of said work,and shall hold the City, their officials, agents, employees and volunteers harmless from any loss or damage occasioned to any person or property by reason of any carelessness or negligence on the part of the Principal, or any subcontractor in the performance of said work,and shall indemnify and hold the City harmless from any damage or expense by reason of failure of performance as specified in the Agreement within a period of one(1)year after its final acceptance thereof by the City,then and in the event this obligation shall be void;but otherwise,it shall be and remain in full force and effect. And the Surety, for value received,hereby further stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligation on this bond, and it does hereby waive notice of any change,extension of time,alterations or additions to the terms of the Agreement or to the Work. The Surety hereby agrees that modifications and changes may be made in terms and provisions of the Agreement without notice to Surety, and any such modifications or changes increasing the total amount to be paid the Principal shall automatically increase the obligation of the Surety on this Performance Bond in a like amount, such increase, however, not to exceed twenty-five percent (25%) of the original amount of this bond without the consent of the Surety. Within forty-five (45) days of receiving notice that the Principal has defaulted on all or part of the terms of the Agreement, the Surety shall make a written commitment to the City that it will either: (a) cure the default itself within a reasonable time period, or(b)tender to the city,the amount necessary for the City to remedy the default, including legal fees incurred by the City,or(c)in the event that Surety's evaluation of the dispute is not complete or in the event the Surety disputes the City's claim of default, the Surety shall notify the City of its finding and its intent,if any,to interplead.The Surety shall then fulfill its obligations under this bond,according to the option it has elected. Should Surety elect option(a)to cure the default,the penal sum of the Bond shall be reduced in an amount equal to the costs actually incurred by the Surety in curing the default. If the Surety elects option (b), then upon completion of the necessary work,the City shall notify the Surety of its actual costs. The City shall return,without interest,any overpayment made by the Surety and the Surety shall pay to the City any actual costs which exceed the City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 - 30 - City estimate, limited to the bond amount. Should the Surety elect option (c), the Parties shall first complete participation in mediation,described in the below paragraph,prior to any interplead action. In the event a dispute should arise between the Parties to this Bond with respect to the City's declaration of default by the Principal, the Parties agree to participate in at least four hours of mediation to resolve said dispute. The Parties shall proportionately share in the cost of the mediation. The mediation shall be administered by Judicial Dispute Resolution, LLC, 1425 Fourth Avenue, Suite 300, Seattle, Washington 98101. The Surety shall not interplead prior to completion of the mediation. DATED this 28tday of April 2020 • Principaave nt Maintenance of Washington LLC STATE OF WASHINGTON ) April ittenborn, it's Managing Member )ss. Address:/19411 SE Green Valley Rd,Auburn,WA 98092 COUNTY OF �--t N(� } Phone: l AIS-) 21,1- ?,c)",: On this day personally appeared before me April Wittenborn , to me known to be the Managing Member of Pavement Maintenance of Washin ton LLCthat executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company,for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. A1j1111k1I11 l i1111�I G �m IN BU}r � 1 seal this day of Gv 20Z `p�'pg.23.2p� ++� �►� : NOTAq �_ Notary's signature I AA y ` + Notary's printed name 4b.0.a + r Pueuc Notary Public in and for the State of Washington. My commission expires ``J CORPOR�11.1:, ; T�I+I�IIJ SURETY: 5 vor ants National Bonding Inc Attorney-in-Fac (Attach Power of Attorney) Cameron Huntsucker (Name of Person Executing Bond) c/o Intearitv Suretv LLC (Address) 17544 Midvale Ave N#300 Seattle WA 98133 (206)546-1397 cameron@integritysurety.com (Phone) APPROVED AS TO FORM: J.Ryan Call,City Attorney City of Federal Way RFB#20-004 2020 Pavement Repair Project 2020 Rev 1/20 31 — Surety Notary Acknowledgement STATE OF Washington ) ss. COUNTY OF_.......King ) On April 28, 2020 before me personally appeared Cameron HUMSUcker, who proved to me on the basis of satisfactory evidence to be the Attorney-in-Fact for Merchants Nationa SpnclinZ Inc whose name is subscribed to the within instrument and acknowledged to me that he executed the same in His authorized capacity,and that by His signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of Washington that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature f 4 U j � (Seal) •`°6IER TEt� . c .� Kanisha Gresham, Notary Public in and for State of Washington, ; ft.B►0 • PUBLIC residing at Lynnwood VJ1 o mA �iirt q r y.,• \1�,� My commission expires 12/12/2022 f'�rrrGz yyp,SfN��,�\��`'�* MERCI IANTS BONDING COMPANY-. POWER OF ATTORNEY Know All Persons By These Presents,that MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC., both being corporations of the State of Iowa(herein collectively called the"Companies")do hereby make,constitute and appoint,individually, Cameron Huntsucker;Kanisha Gresham;Kara Skinner;Mercedes Trokey-Moudy their true and lawful Attorney(s)-in-Fact, to sign its name as surety(ies) and to execute, seal and acknowledge any and all bonds, undertakings, contracts and other written instruments in the nature thereof, on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. This Power-of-Attorney is granted and is signed and sealed by facsimile under and by authority of the following By-Laws adopted by the Board of Directors of Merchants Bonding Company (Mutual) on April 23, 2011 and amended August 14, 2015 and adopted by the Board of Directors of Merchants National Bonding,Inc.,on October 16,2015. "The President, Secretary, Treasurer, or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys-in-Fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings,recognizances,contracts of indemnity and other writings obligatory in the nature thereof." "The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company,and such signature and seal when so used shall have the same force and effect as though manually fixed." In connection with obligations in favor of the Florida Department of Transportation only,it is agreed that the power and aut hority hereby given to the Attorney-in-Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only,it is agreed that the power and authority hereby given to the Attorney-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner- Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation. In Witness Whereof,the Companies have caused this instrument to be signed and sealed this 11th day of February 2020 RpaR 0.. ° b• RPO ' y', MERCHANTS BONDING COMPANY(MUTUAL) 4,+ . y; �:G� MERCHANTS NATIONAL BONDING,INC. 0- 0 rn 2003 ,y', 1933 �c. By J� •......•.• ....... ' Pfesident STATE OF IOWA ...... ° COUNTY OF DALLAS ss. On this 11th day of February 2020 before me appeared Larry Taylor, to me personally known, who being by me duly sworn did say that he is President of MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC.; and that the seals affixed to the foregoing instrument are the Corporate Seals of the Companies;and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. ?,'A4 d' POLLY MASON O p Commission Number 750576 Fa9�_ I 613-ate, `' My Commission Expires January 07, 2023 Notary Public (Expiration of notary's commission does not invalidate this instrument) I,William Warner,Jr.,Secretary of MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING,INC.,do hereby certify that the above and foregoing is a true and correct copy of the POWER-OF-ATTORNEY executed by said Companies,which is still in full force and effect and has not been amended or revoked. In Witness Whereof, I have hereunto set my hand and affixed the seal of the Companies on this 28th day of April 2020 PIA .y •�' �'' :r` �. IV 1933 4:. Secretary 2003 ;',{T)- POA 0018 (1/20) 4/15/2020 Corporations and Charities System BUSINESS INFORMATION Business Name: PAVEMENT MAINTENANCE OF WASHINGTON LLC UBI Number: 603 075 530 Business Type: WA LIMITED LIABILITY COMPANY Business Status: ACTIVE Principal Office Street Address: 19411 SE GREEN VALLEY RD,AUBURN,WA,98092-1590, UNITED STATES Principal Office Mailing Address: 19411 SE GREEN VALLEY RD,AUBURN, WA, 98092-1590,UNITED STATES Expiration Date: 01/31/2021 Jurisdiction: UNITED STATES,WASHINGTON Formation/Registration Date: 01/06/2011 Period of Duration: PERPETUAL Inactive Date: Nature of Business: CONSTRUCTION REGISTERED AGENT INFORMATION Registered Agent Name: APRIL WITTENBORN Street Address: 19411 SE GREEN VALLEY RD,AUBURN,WA, 98092-1590,UNITED STATES Mailing Address: GOVERNORS Title Governors Type Entity Name First Name Last Name GOVERNOR INDIVIDUAL APRIL WITTENBORN https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1/1 DATE(MM/DDIYYYY) ACC)RV CERTIFICATE OF LIABILITY INSURANCE ��' 0412712020 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). PRODUCERCONTACT English Insurance Group,LLC NAh)E_ Kristie English — 11830 NE 195th St. P"°NE 425 673-7948 rax (425)673-7942 E-ryfAILL r, kristie algin lishinsurance rou .cam BOTHELL,WA 98011 License#:245177 INSURER AFFORDING COVERAGE NAIC# INsuRER A: OHIO SECURITY INSURANCE COMPANY 24082 INSURED INSURER B: STARSTONE SPECIALTY INSURANCE COMPANY 44776 PAVEMENT MAINTENANCE OF WASHINGTON, LLC -INSURER_C 19411 SE GREEN VALLEY RD INSURER D: AUBURN,WA 98092 INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: 00000077-2116024 REVISION NUMBER: 177 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' ADDLSUBR POLICY EFF POLICY EXP — LTR TYPE OF INSURANCE I uyyp POLICY NUMBER MM81Dl4YYY LIMITS X COMMERCIAL GENERAL LIABILITY Y Y BLS59286086 11/26/2019 11/26/2020 EACH OCCURRENCE S 1,000,000 DAMAGE RENTEb CLAIMS-MADE FxI OCCUR PREMISES,fEa occurrence) S 1}000.000 MED EXP(Any one person) $ 15,000 PERSONAL&ADV INJURY S 1.000.000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE S 2,000;000 POLICY F—X]EC F-1 LOC PRODUCTS_-COMP/OPAGG S 2,000,000 OTHER: S A AUTOMOBILE LIABILITY BLS59286086 11/2612019 11/26/2020 - I s vLr . ._:L_ur•.+IT $ 1,000,00.0_ ANY AUTO BODILY INJURY(Per person) S OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PPOPP I'r AUTOS ONLY AUTOS ONLY Iffier acczero $ B UMBRELLA LAB OCCUR 75839T190ALI 11/26/2019 11/26/2020 EACH OCCURRENCE S 2,000.000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 2,000,000 DED RETENTION I S WORKERS COMPENSATION OTH- A AND EMPLOYERS'LIABILITY YIN BLS59286086 11/26/2019 11/26/202O:,X JrnruT Stop Gap ANY PROPRIETOR/PARTNER/EXECUTIVEE.L EACH ACCIDENT S 1.000,000 F-1OFFICERIMEMBER EXCLUDED? N IA -- (Mandatory in NH) E.L.DISEAS_E_-EA EMPLOYEE- S 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City of Federal Way,its officers,officials,employees,volunteers and agents are listed as additional insured when required by written contract per attached form CG 88100413.Certificate holder is listed as Additional Insured when required by written contract per attached form CG 88100413. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Federal Way THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City Hall ACCORDANCE WITH THE POLICY PROVISIONS. 33325 8th Ave.S. FEDERAL WAY,WA 98003 AUTHORIZED REPRESENTATIVE - (KRE) ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Printed by KRE on April 27,2020 at 12:38PM COMMERCIAL GENERAL LIABILITY CG 85 83 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED CONTRACTORS - PRODUCTS/COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Paragraph 2. under Section II -Who Is An Insured is amended to include as an insured any person or " organization whom you have agreed to add as an additional insured in a written contract or written agreement. Such person or organization is an additional insured but only with respect to liability for "bodily injury" or "property damage": 1. Caused by "your work" performed for that additional insured that is the subject of the written s contract or written agreement; and 2. Included in the "products-completed operations hazard". However: a) The insurance afforded to such additional insured only applies to the extent permitted by law; and b) If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit' by the additional insured as required in Paragraph b. of Condition 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit under Section IV -Commercial General Liability Conditions. B. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section I-Coverage A-Bodily Injury And Property Damage Liability: This insurance does not apply to: 1. 'Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. 2. "Bodily injury" or "property damage" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services including: a. The preparing, approving or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawing and specifications; and b. Supervisory, inspection, architectural or engineering activities. © 2013 Liberty Mutual Insurance CG 85 83 64 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 1 of 2 C. With respect to the insurance afforded by this endorsement, exclusion I. Damage To Your Work of Paragraph 2. Exclusions under Section I -Coverage A- Bodily Injury And Property Damage Liability is replaced by the following: I. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products- completed operations hazard". D. With respect to the insurance afforded to these additional insureds, the following is added to Section 11 - Limits of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declaration. whichever is less_ This endorsement shall not increase the applicable Limits of Insurance shown in the Declaratio ns. E. With respect to the insurance afforded by this endorsement, Section IV -Commercial General Liability Conditions is amended as follows: 1. The following is added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claims Or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and c. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a"suit" by the additional insured. 2. Paragraph 4. of Section IV -Commercial General Liability Conditions is amended as follows: a. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. b. The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the additional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insur- ance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. © 2013 Liberty Mutual Insurance CG 85 83 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 2 of 2 COMMERCIAL GENERAL LIABILITY CG 88 70 12 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONSTRUCTION PROJECT(S) - GENERAL AGGREGATE LIMIT (PER PROJECT) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. For all sums which the insured becomes legally obligated to pay as damages caused by"occurrences" under Section I—Coverage A- Bodily Injury And Property Damage Liability, and for all medical expenses caused by accidents under Section I—Coverage C Medical Payments, which can be attributed only to ongoing operations at a single construction project away from premises owned by or rented to you: 1. A separate Construction Project General Aggregate Limit applies to each construction project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damages because of"bodily injury"or"property damage" included in the"products-completed operations hazard", and for medical expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or"suits" brought; or C. Persons or organizations making claims or bringing"suits" 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Construction Project General Aggregate Limit for that construction project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Construction Project General Aggregate Limit for any other construction project. 4. The limits shown in the Declarations for Each Occurrence, Fire Damage and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Construction Project General Aggregate Limit. B. For all sums which the insured becomes legally obligated to pay as damages caused by"occurrences" under Section I—Coverage A-Bodily Injury And Property Damage Liability, and for all medical expenses caused by accidents under Section I—Coverage C Medical Payments,which cannot be attributed only to ongoing operations at a single construction project away from premises owned by or rented to you: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Construction Project General Aggregate Limit. C. When coverage for liability arising out of the"products-completed operations hazard" is provided, any payments for damages because of"bodily injury"or"property damage" included in the"products- completed operations hazard"will reduce the Products-Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Construction Project General Aggregate Limit. D. If the applicable construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project. E. The provisions of Section III- Limits Of Insurance not otherwise modified by this endorsement shall continue to apply. CG 88 70 12 08 Includes copyrighted material of ISO Properties,Inc.,with its permission Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 22 92 12 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SNOW PLOW OPERATIONS COVERAGE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Within the "products-completed operations haz- ard". Exclusion g. under Section I -Coverage A - Bodily Injury And Property Damage Liability does not apply to any "auto" used for snow plow oper- ations. CG 22 92 12 07 ® ISO Properties, Inc., 2006 Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 88 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PAGE NON-OWNED AIRCRAFT 2 NON-OWNED WATERCRAFT 2 PROPERTY DAMAGE LIABILITY -ELEVATORS 2 EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 3 ADDITIONAL INSUREDS -BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY- ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS -EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 6 WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED -FELLOW EMPLOYEE EXTENSION -MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 1 of 8 With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion g. Aircraft, Auto Or Watercraft does not apply to an aircraft provided: 1. It is not owned by any insured; 2. It is hired, chartered or loaned with a trained paid crew; 3. The pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating her or him a commercial or airline pilot; and 4. It is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. NON-OWNED WATERCRAFT Under Paragraph 2. Exclusions of Section I -Coverage A-Bodily Injury And Property Damage Liability, Subparagraph (2) of exclusion g. Aircraft, Auto Or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY -ELEVATORS 1. Under Paragraph 2. Exclusions of Section I - Coverage A- Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision, elevators do not include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV - Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b. Excess Insurance: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Premises Rented To You is not otherwise excluded from this Coverage Part: 1. Under Paragraph 2. Exclusions of Section I -Coverage A-Bodily Injury and Property Damage Liability: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits of Insurance. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 2 of 8 b. The last paragraph of subsection 2. Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III -Limits Of Insurance. 2. Paragraph 6. under Section III -Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to: a. Any one premise: (1) While rented to you; or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. 3. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) -Paragraph 9.a. of Definitions is replaced with the following: 9.a. A contract for a lease of premises. However, that portion of the contract for a lease of premises s that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement, is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1. Insuring Agreement of Section I -Coverage C- Medical Payments, Subparagraph (b) of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 1. Under Supplementary Payments -Coverages A and B, Paragraph 1.b. is replaced by the following: b. Up to $3,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit', including actual loss of earnings up to $500 a day because of time off from work. G. ADDITIONAL INSUREDS -BY CONTRACT, AGREEMENT OR PERMIT 1. Paragraph 2. under Section II -Who Is An Insured is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 3 of 8 b. Premises or facilities rented by you or used by you; or c. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insur- ance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to Paragraph 1.a. above, a person's or organization's status as an additional insured under this endorsement ends when: (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. With respect to Paragraph 1.b. above, a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured as required in Paragraph b. of Condition 2. Duties In the Event Of Occurrence, Offense, Claim Or Suit under Section IV - Commercial General Liability Condi- tions. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 4 of 8 2. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section I -Coverage A-Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" arising from the sole negligence of the additional insured. b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. N This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occur- rence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. s d. "Bodily injury" or "property damage" occurring 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. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a part of this policy. 3. With respect to the insurance afforded to these additional insureds, the following is added to Section III -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contract or agreement; or b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declaratio ns. H. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. Condition 4. Other Insurance of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS is amend- ed as follows: a. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 5 of 8 b. The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the addi- tional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. I. ADDITIONAL INSUREDS -EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. 1. The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and c. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a"suit" by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section III - Limits of Insurance of this policy, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. J. WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS/MALPRACTICE WHO IS AN INSURED -FELLOW EMPLOYEE EXTENSION -MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section II -Who Is An Insured is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker" as a consequence of Paragraph (1) (a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1) (a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 6 of 8 advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your "employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3. of Section II -Who Is An Insured is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations or qualifies as an insured under this provision. L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV -Commercial General Liability Conditions, the following is added to Condition 6. Repre- sentations: Your failure to disclose all hazards or prior 'occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior 'occurrences" is not intentional. M. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV -Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event of Occurrence, Offense, Claim Or Suit: Knowledge of an 'occurrence", offense, claim or "suit' by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an insured listed under Paragraph 1. of Section II -Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or "employee". N. LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the day the revision is effective in your state. O. BODILY INJURY REDEFINED Under Section V-Definitions, Definition 3. is replaced by the following. 3. 'Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sick- ness or disease. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 7 of 8 P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV - Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 8 of 8 COMMERCIAL AUTO EA 9911 0318 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SPECIAL BUSINESS AUTO ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement,the provisions of the Coverage Form apply unless modified by this endorsement. The following changes revise SECTION I — COVERED The coverage that applies is the same as the AUTOS coverage provided for the vehicle being replaced. Paragraph C.1. is deleted and replaced with the Physical Damage Coverage is extended to the following: temporary substitute auto for the lesser of the 1. Trailers following number of days: a. "Trailers" with a load capacity of 2,000 1. The number of days reasonably required to pounds or less designed primarily for travel repair or replace the covered "auto" that is out on public roads; or of service; or b. "Trailers" designed primarily for travel on 2. 30 days. public roads when: The following changes revise SECTION II — LIABILITY (1) Pulled by an owned private passenger COVERAGE auto specifically described in Item The following is added to Paragraph A.1.: Three of the Declarations as a covered d. Blanket Additional Insured "auto" for Liability Coverage under this Coverage Form; and Any person or organization that you are required to include as an additional insured (2) Not used for business, farming or on this Coverage Form in a written contract ranching purposes. or agreement that is signed and executed Private passenger auto means a motor by you before the"bodily injury"or"property vehicle of the private passenger, station damage" occurs and that is in effect during wagon, pickup or van type designed for use the policy period is an "insured"for Liability on public highways and subject to motor Coverage, but only for damages to which vehicle registration. this insurance applies. The following is added: A person's or organization's status as an D. Temporary Substitute Autos—Physical Damage additional insured under this endorsement ends when your contract or agreement with If Physical Damage Coverage is provided by this such person or organization ends. Coverage Form, the following types of vehicles are also covered "autos" for Physical Damage The Limits of Insurance applicable to the Coverage: Additional Insured are those specified in the written contract or agreement but not more Any "auto" you do not own while used with the than the Limits of Insurance specified in the permission of its owner as a temporary substitute Declarations of this policy. The Limits of for a covered "auto" you own that is out of service Insurance applicable to the Additional because of its: Insured are inclusive of and not in addition 1. Breakdown; to the Limits of Insurance shown in the 2. Repair; declarations for the Named Insured. 3. Servicing; This Coverage does not apply to lessors of leased"autos". 4. "Loss"; or 5. Destruction. EA 99 11 03 18 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 1 Of 6 e. Broadened Named Insured 2. Towing Any business entity newly acquired or We will pay up to $200 for a covered "auto" for formed by you during the policy period towing and labor costs incurred each time the provided you own 51% or more of the covered "auto" is disabled. However, the labor business entity and the business is not must be performed at the place of disablement. separately insured for Business Auto This coverage is excess over Coverage. Coverage is extended up to a maximum of 180 days following acquisition a. any limit shown in the Declarations for or formation of the business entity or until towing and labor costs; and the end of the policy period, whichever b. any other collectible insurance. comes first. This coverage applies only for an "auto" f. Employee Hired Auto covered on this policy for An"employee"of yours is an"insured"while c. Comprehensive or Specified Causes of operating an "auto" hired or rented under a Loss Coverage; and contract or agreement in that "employee's" d. Collision Coverage. name, with your permission, while performing duties related to the conduct of The following is added to Paragraph A.3 your business. Glass Repair—Waiver of Deductible Paragraphs A.2.a.(2) and A.2.a.(4) are deleted and No deductible will apply to glass breakage if replaced with the following: such glass is repaired in a manner acceptable 2. Coverage Extensions to us rather than replaced. a. Supplementary Payments Paragraph A.4.a. is deleted and replaced with the (2) Up to $5,000 for cost of bail bonds following: (including bonds for related traffic law 4. Coverage Extensions violations) required because of an a. Limited Rental Reimbursement or Travel "accident"we cover. We do not have to Expense furnish these bonds. 4 All reasonable expenses incurred b ma will pay up t$ $75 per day e a ( ) p Y maximum of $2,250 for rental the "insured" at our request, including reimbursement expenses for the rental of actual loss of earnings up to$500 a day an "auto" or other transportation expense because of time off from work. incurred by you because of "loss" to a Paragraph B.5. is deleted and replaced with the covered "auto" which is covered by following: Comprehensive, Specified Causes of Loss, 5. Fellow Employee or Collision coverage under this policy. No deductible applies to this coverage. "Bodily Injury"to: (1) We will pay only for those expenses a. Any fellow "employee" of the "insured" incurred as a result of a covered "loss" arising out of and in the course of the fellow occurring during the policy period "employee's" employment or while beginning 24 hours after the "loss" and performing duties related to the conduct of ending, regardless of the policy's your business. This exclusion does not expiration, with the lesser of the apply to an "insured" who occupies a following number of days: position as an officer, manager or (a) The number of days reasonably supervisor.; or required to repair or replace the b. The spouse, child, parent, brother or sister covered "auto". If "loss" is caused of that fellow"employee"as a consequence by theft, this number of days is of Paragraph a. above. added to the number of days it The following changes revise SECTION III—PHYSICAL takes to locate the covered "auto" DAMAGE COVERAGE and return it to you; or This coverage applies only for a covered "auto" for (b) 30 days. which Physical Damage Coverage is provided for on (2) Our payment under this Coverage this policy. Extension (4.a.) is limited to the lesser Paragraph A.2. is deleted and replaced with the of the necessary and actual expenses following: incurred or the maximum amount A. COVERAGE shown, $2,250. EA 99 11 03 18 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 2 of 6 (3) Coverage under this Coverage "loss", and such equipment is Extension (4.a.) does not apply while designed to be solely operated by there are spare or reserve "autos" use of the power from the "auto's" available to you for your operations. electrical system, in or upon the (4) If a covered "auto" is described or covered "auto". designated as a covered "auto" on (b) We will pay with respect to a endorsement EA 99 01, the coverage covered "auto" described in the provided by this extension is excess Schedule for "loss' to any over coverage provided by accessories used with the endorsement EA 99 01. electronic equipment described in The following is added to paragraph A.4. Paragraph (1)(a) above. However, this does not include tapes, records C. Tapes, Records and Discs or discs. We will pay for "loss" to tapes, records, (2)Exclusions compact discs, or other similar devices used with audio, visual or data electronic The exclusions that apply to Physical devices. Damage Coverage, except for the exclusion relating to Audio, Visual and (1) We will pay only if the tapes, records, Data Electronic Equipment, also apply compact discs, or other similar devices: to coverage provided by this extension. (a) Are your property or that of a family In addition, the following exclusions member; or apply: (b) Are the property of an "employee" We will not pay, under this extension, using a, covered "auto" in your for either any electronic equipment or business affairs at the time of the accessories used with such electronic "loss"; and equipment that is: (c) Are in a covered "auto" which (a) Necessary for the normal operation sustains other covered "loss" under of the covered "auto" or the Comprehensive or Collision monitoring of the covered "auto's" coverage at the time of the "loss"to operating system; or tapes, records, compact discs, or (b) An integral part of the same unit other similar devices. housing any sound reproducing (2) The most we will pay for "loss" under equipment designed solely for the this Coverage Extension (4.c.) is$200. reproduction of sound if the sound (3) Physical Damage Coverage provisions reproducing equipment is apply to this coverage, except that any permanently installed in the deductible applicable to covered "auto" in the opening of the Comprehensive or Collision coverage dash or console normally used by does not apply to this Coverage the manufacturer for the installation Extension (4.c.). of a radio. d. Audio, Visual and Data Electronic (3) Limit of Insurance Equipment With respect to coverage under this (1) Coverage extension the Limit of Insurance provision of Physical Damage (a) We will pay with respect to a Coverage is replaced by the following: covered "auto" described in the Schedule for"loss"to any electronic (a) The most we will pay for all "loss"to audio, visual or data electronic equipment that receives or transmits audio, visual or data equipment and any accessories signals and that is not designed used with this equipment as a result solely for the reproduction of sound. of any one "accident" is the lesser This coverage applies only if the of: equipment is permanently installed (i) The actual cash value of the in the covered "auto" at the time of damaged or stolen property as the "loss" or the equipment is of the time of the"loss"; removable from a housing unit which is permanently installed in the covered "auto" at the time of the EA 99 11 03 18 Includes copyrighted material of Insurance Services Office, Inc.,with its permission Page 3 of 6 (ii) The cost of repairing or g. Camper Bodies replacing the damaged or In the event of a "loss" to a detached stolen property with other "camper," physical damage coverage will property of like kind and quality; apply as if it were part of the covered "auto" or on which it is rated. (iii)$500. h. Contents of a Travel Trailer, Camper or (b) An adjustment for depreciation and Motor Home physical condition will be made in When a Travel Trailer, "Camper" or Motor determining actual cash value at Home is a scheduled auto for physical the time of the"loss". damage coverage, we will pay up to $1,000 (c) If a repair or replacement results in for "loss" to personal property belonging to better than like kind or quality, we you or a family member that is within the will not pay for the amount of Travel Trailer, "Camper" or Motor Home. betterment. We will pay up to$250 for"loss"to personal (4) Deductible property belonging to you or a family member that is outside the Travel Trailer, No deductible applies to this coverage. "Camper"or Motor Home. The insurance provided by this extension is (1) We will not pay for"loss"to: excess over any other collectible insurance. (a) Articles carried or held for sale, e. Custom Signs and Decorations storage or repairs, or for later Physical Damage coverage on a covered delivery; goods kept to show or sell; "auto" may be extended to "loss"to custom or theatrical wardrobes. signs and decorations including custom (b) Business, store of office furniture or murals, paintings or other decals or equipment. graphics. (c) Records or accounts, money, Our limit of liability for loss to custom signs bullion, deeds, contracts, evidences and decorations shall be the least of: of debt, securities,tokens or tickets, (1) Actual cash value of the stolen or 'stamps in current use or damaged property; manuscripts. (2) Amount necessary to repair or replace (d) Animals, private passenger "autos," the property; or motorcycles, aircrafts, boats or any (3) $500. other motorized vehicles or their f. Personal Effects Coverage appurtenances. gurtenafurnishings or n ppurtennces. (1) Physical Damage Coverage on a (e) Equipment or accessories while covered "auto" may be extended to your Travel Trailer, "Camper" or "loss" to your "personal effects" or, if Motor Home is leased or rented to you are an individual, the "personal any organization or any person effects" of a family member, that are in other than you or a family member. the covered "auto" at the time of the (2) The maximum we will pay for "loss" is "loss". the lesser of: (2) "Personal effects" as used in this extension means tangible property that (a) The actual cash value of the is worn or carried by the "insured". personal property at the time of "Personal effects" does not include loss"; tools, jewelry, money, securities, radar (b) The cost of repairing the damage; or laser detectors, or tapes, records, or discs or similar audio, visual or data (c) The cost of replacing the damaged electronic equipment. personal property with other (3) The most we will pay for any one "loss" personal property of like kind, under this coverage extension is $500. condition, quality and value. No deductible applies to this extension. The insurance provided by this extension is excess over any other collectible insurance. EA 99 11 03 18 Includes copyrighted material of Insurance Services Office,Inc,with its permission Page 4 of 6 I. Vacation Expense Allowance If hired "autos" are covered "autos" for Liability We will pay you $50 per day to a maximum Coverage and if Comprehensive, Specified of $500 for extra expenses when a Travel Causes of Loss or Collision Coverages are Trailer, "Camper" or Motor Home is a provided under this coverage form for any scheduled auto for physical damage "auto" you own, then the Physical Damage coverage, and the Travel Trailer, "Camper' Coverages provided are extended to "autos" or Motor Home: you hire of like kind and use, subject to the (1) Is damaged or destroyed and is following: uninhabitable; and a. The most we will pay for any one "loss" is 2 While being used for vacation purposes $50,000 or the actual cash value or the cost ( ) 9 P P to repair and replace, whichever is less, within the policy period. minus a deductible; Extra expenses must by supported by b. The deductible will be equal to the largest receipts or other valid evidence. deductible applicable to any owned "auto" The following is added to Paragraph A.: for that coverage; 5. Extra Expense—Broadened Coverage c. Hired Auto Physical Damage coverage is We will pay for the direct expense of returning a excess over any other collectible insurance; stolen covered "auto" to you. We will pay only and for those covered "autos" for which you carry d. Subject to the above limit, deductible and Comprehensive or Specified Causes of Loss excess provisions, we will provide coverage Coverage. This coverage will only apply to equal to the broadest coverage applicable vehicles recovered inside the 48 contiguous to any covered "auto"you own. United States. This coverage does not apply to If a limit for Hired Auto Physical Damage is an"auto'we deem a total 'loss". indicated in the Declarations, then that limit 6. Auto Loan/Lease Gap Coverage replaces, and is not in addition to, the $50,000 In the event of a covered total 'loss" to a limit indicated above. covered "auto" described or designated in the The following is added to Paragraph B.3.a.: Schedule or in the Declarations, we will pay up Airbag Coverage—Accidental Deployment to $2,000 for any unpaid amount due on the lease or loan for a covered "auto'less: However, this exclusion does not apply to the unintended inflation of an airbag if the inflation a. The Amount paid under the Physical is caused by mechanical or electrical Damage Coverage section A.I. of the breakdown. policy; and The following is added to Paragraph C.2. b. Any: New Vehicle Replacement Cost (1) Overdue lease/loan payments at the time of the'loss"; If, however, a 'loss" occurs to your covered "auto' within 180 days of your purchase of the "auto' and, (2) Financial penalties imposed under a we deem the covered "auto'to be a total 'loss" and lease for excessive use, abnormal wear it has not been previously titled under the motor and tear or high mileage; vehicle law of any state, we will pay at your option: (3) Security deposits not returned by the a. the cost to replace the covered "auto' with a Lessor; new"auto'of like make, model and year; or (4) Costs for extended warranties, Credit b. an amount equal to the original purchase price Life Insurance, Health, Accident or you paid to acquire the vehicle, including taxes, Disability Insurance purchased with the but excluding any extended warranties and loan or lease; and licensing fees. (5) Carry-over balances from previous This coverage applies only to a covered "auto' of loans or leases. the private passenger, light truck or medium truck 7. Hired Auto Physical Damage Coverage type (20,000 lbs. or less gross vehicle weight). EA 99 11 03 18 Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 5 of 6 The following changes revise SECTION IV — The following changes revise SECTION V — BUSINESS AUTO CONDITIONS DEFINITIONS The following is added to Paragraph A.2.a.: The following is added: Amended Duties in the Event of an Accident, Q. "Camper" means a portable dwelling unit without Claim, Lawsuit or Loss axles or wheels that has been manufactured for However, this duty is only required when the attachment on the bed of a pickup truck to be used "accident" is known to: for casual travel or camping. (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) A member, if you are a limited liability company; or (4) An executive officer or insurance manager, if you are a corporation. The following is added to Paragraph A.: 6. Blanket Waiver of Subrogation We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any"accident"because of payments we make for damages under this coverage form. The following is added to Paragraph B.2.: Unintentional Failure to Disclose Hazards Any unintentional failure to disclose all exposures or hazards existing as of the effective date of the Business Auto Coverage Form or at any time during the policy period will not invalidate or adversely affect the coverage for such exposure or hazard. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. Paragraph 13.5.1b. is deleted and replaced with the following: a. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". The following is added to Paragraph B.5. d. To the extent required by an "insured contract", this insurance is primary on behalf of the additional insured, and any other insurance maintained by the additional insured is excess and not contributory with this insurance. If the "insured contract" does not require this provision, then Paragraph a. above will apply. EA 99 11 03 18 Includes copyrighted material of Insurance Services Office, Inc.,with its permission Page 6 Of 6