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AG 21-023 - ACTION SERVICES CORPORATIONRETURN TO: PW ADMIN EXT: 2700 ID #: 41 (ou CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIv: PUBLIC WORKS / 2. ORIGINATING STAFF PERSON: Desiree Winkler EXT: x2711 3. DATE REQ. BY: 10/25/22 .3. TYPE OF DOCUMENT (CHECK ONE): p CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION 0 CONTRACT AMENDMENT (AG#): 21-023 ❑ INTERLOCAL ❑ OTHER 4. PROJECT NA►ME: SWM Vactor and Infrastructure Maintenance Services 5. NAMEOFCONTRACTOR: Action Services Corporation ADDRESS: PO Box 4339 Bremerton, WA 98312 TELEPHONE: 800-697-1000 E-MAIL: ton m otaGtionservices.com FAX: SIGNATURENAME: Tony Sandefur TITLE: President 6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES 0 COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # BL, EXP. 12/31/_ UBI # , EXP. / / 7. TERM: COMMENCEMENT DATE: COMPLETION DATE: 12/31 /2024 8. TOTAL COMPENSATION: $ unchanged (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: 13 YES 13 NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, S PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED O PURCHASING: PLEASE CHARGE To: 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER 8 DIVISION MANAGER 6 DEPUTY DIRECTOR DSW 10114/22 d DIRECTOR - - ❑ RISK MANAGEMENT (IF APPLICABLE) 6 LAW DEPT KVA 10117/2022 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: "la COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: "/a COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING 1 ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: IO 2 Z DATE REC' D L /�9 ��- ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LIC NSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDERINOTIFICATION 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 ❑ FINANCE DEPARTMENT A LAW DEPT 2• L ;IGNATORY (MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG # AG# ❑ SIGNED COPY RETURNED DATE SENT: 1 G+�9 •• C7� COMMENTS: EXECUTE,, " ORIGINALS No change to total compensation, LUTC / Council not required UZ020 4% CITY OF CITY HALL Fe d e ra I Way Feder Sth Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederatway com AMENDMENT NO.2 TO PUBLIC WORKS MAINTENANCE AGREEMENT FOR SWM VACTOR AND INFRASTRUCTURE MAINTENANCE SERVICES This Amendment ("Amendment No. 2") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Action Services Corporation, a Washington corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for SWM Vactor and Infrastructure Maintenance Services ("Agreement") dated effective March 21, 2021, as amended by Amendment No. 1, as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than December 31, 2024 ("Amended Term"). 2. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the rate or method of payment, as delineated in Exhibit B-2, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 3/2017 CITY of CITY HALL �� Federal Way Feder Sth Avenue South Federal Way, WA 98003-6325 (253)835-7000 www cityoffederahvay com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: Jim rell, Ifayor DATE: !/ ACTION SERVICES CORPORATION: Title: President Date: % 10 STATE OF WASHINGTON ) ss. COUNTY OF ATTEST: o I v-�&14�T S phanie Courtney. CM , ity Clerk APPROVED AS TO FORM: Ryan Call, City A ley On this day personally appeared before me 7ahy Soh � e t�v- , to me known to be the TV e-5i d.e e�- of A Q-A '� o "\ Cyr p that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 1 b"h day of No V e. rib e—c- , 2072X y�NOTAq _ Pus LIC ��Uq�W f111111/��•'; Notary's signature��v.cyiv,csJ Notary's printed name Gc, (Aoc,-r.- Notary Public in and for the State of Washington. My commission expires 0-1/c./kox-1 AMENDMENT - 2 - 3/2017 CITY OF CITY HALL Federal Wa Feder 8th Avenue South Federal Way, WA 98003-6325 �1 (253)835-7000 www cilyolfederalway com EXHIBIT B-2 COMPENSATION Total Compensation: Unchanged Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor for unit price bid items as follows: Item No. 1: "Cleaning Type I or Type 1 L Storm Catchbasins" The sum of forty-two and 94/100 Dollars ($42.94), per each. Item No. 2: "Cleaning Type Il Catchbasins or Manholes 48" or greater" The sum of sixty-three and 86/100 Dollars ($63.86), per each. NOTE: While performing work on all of the above per" EACH" items - no hourly payment will be made for travel time to or from waste disposal sites or to or from fresh water tank refilling sites. Payment for EACH item shall include all incidental costs in connection with performing these services including traffic control. ROW permit fees for work done under items No. 1 and No. 2 will be waived by the City. Item No. 3: "Cleaning of Underground Retention/Detention Facilities" The sum of two hundred nine and 19/100 Dollars ($ 209.19), per hour. Item No. 4: "Jet Rodding/Pipe Cleaning/ Culvert Cleaning, not root impacted" The sum of two and 20/100 Dollars ($2.20), per linear foot. Item No. 5: "Jet Rodding/Pipe Cleaning/ Culvert Cleaning; Root Impacted Cutting Required" The sum of two hundred nineteen and 10/100 Dollars ($ 219.10), per hour. Item No. 6: "Hydro- excavating (Potholing)" The sum of two hundred nine and 19/100 Dollars ($ 209.19), per hour. Item No. 7: "Traffic Control— infrastructure maintenance other than Bid Items 1- 2" The sum of eighty-two and 58/100 Dollars ($82.58), per hour. Item No. 8: "Emergency Callout" The sum of two hundred nine and 19/100 Dollars ($ 209.19), per hour. NOTE: While performing vactor work on per "HOUR" items - hourly payment will be made for travel time to or from waste disposal sites and to or from fresh water tank refilling sites as needed to accomplish the work. Travel time will not be paid to or from company office, equipment yard or other' home' base and to or from the work site. While performing Emergency response services - hourly payment will be made from the point where the truck responded to a call not to exceed 1 hour of travel time to one hour after the truck leaves the work site. When responding to an emergency callout outside the normal operating hours of waste disposal facilities, and waste cannot be disposed of, or does not need to be disposed of after hours, payment for travel time to dispose of waste during normal business hours shall be made at the standard hourly rates. AMENDMENT - 3 - 3/2017 CITY OF CITY HALL 33325 8th Avenue South Fe d e ra l Way f Federal Way, WA 98003-6325 (253) 835-7000 vwvw cityoffederalway com Item No. 9: "Disposal of Vacuumed Solids/Spoils" The sum of one hundred fifteen and 61/100 Dollars ($ 115.61), per ton. NOTE- Payment for Item No. 9 " Disposal of Vacuumed Solids/ Spoils" Weight after decant of liquids. Item No. 10: "Disposal of Liquid Decant" The sum of 34/100 Dollars ($0.34), per gallon. NOTE- Payment for Items No. 10 "Disposal of Vacuumed Solids/ Spoils" and No. 9 "Disposal of Liquid Decant" shall include all permits and all other incidental costs associated with performing these Services. Item No. 11: "Drainage Infrastructure Video Inspection" The sum of two and 20/100 dollars ($2.20) per linear foot. Reimbursable Expenses: The actual expenses incurred by Contractor in performing disposal of hazardous liquids and/or hazardous solids/spoils or hazardous material; provided, however, that notification in accordance with Exhibit A, Section 9, is provided and that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed ten thousand and 00/100 Dollars ($ 10,000.00). AMENDMENT - 4 - 3/2017 10/14/22, 2:37 PM Corporations and Charities System BUSINESS INFORMATION Business Name: ACTION SERVICES CORPORATION UBI Number: 601 402 893 Business Type: WA PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 1740 NE RIDDELL RD STE 120, BREMERTON, WA, 98310-3655, UNITED STATES Principal Office Mailing Address: PO BOX 4339, BREMERTON, WA, 98312, UNITED STATES Expiration Date: 07/31/2023 Jurisdiction: UNITED STATES, WASHINGTON Formation/ Registration Date: 07/23/1992 Period of Duration: PERPETUAL Inactive Date: Nature of Business: OTHER SERVICES, SERVICE REGISTERED AGENT INFORMATION Registered Agent Name: TONY D SANDEFUR Street Address: 1740 NE RIDDELL RD # 120, BREMERTON, WA, 98310-0000, UNITED STATES Mailing Address: PO BOX 4339, BREMERTON, WA, 98312-0000, UNITED STATES GOVERNORS Title Governors Type Entity Name GOVERNOR INDIVIDUAL First Name Last Name ANTHONY SANDEFUR https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1 /1 10/14/22, 2:38 PM Washington State Department of Revenue < Business Lookup License Information' New search Back to results Entity name: ACTION SERVICES CORPORATION Business name: ACTION SERVICES CORPORATION Entity type: Profit Corporation UBI #: 601-402-893 Business ID: 001 Location ID: 0001 Location: Active Location address: 1740 NE RIDDELL RD STE 120 BREMERTON WA 98310-3655 Mailing address: PO BOX 4339 BREMERTON WA 98312-0339 Excise tax and-reseller permit status: Click here Secretary of State status: Click here Endorsements Filter Endorsements held at this loc License # Count Details Status Expiration dat First issuance Auburn General Business - BUS-26775 Active Dec-31-2022 Sep-14-2022 Non -Resident Bainbridge Island General 41421 Active Jul-31-2023 Oct-04-2007 Business Bremerton General 13843 Active Jul-31-2023 Nov-16-1990 Business - Non -Resident Federal Way General 10-100088-00 Active Jul-31-2023 Jan-08-2010 Business - Non -Resident Fife General Business - Active Jul-31-2023 Dec-18-2020 Non -Resident https://secure.dor.wa.gov/gteunauth/_/*3 1 /2 10/14/22, 2:38 PM Endorsements held at this loc License # Lacey General Business - 29540 Non -Resident Mercer Island General 220718 Business - Non -Resident Olympia General Business- 22368 Non -Resident Port Orchard General B000781 Business - Non -Resident Poulsbo General Business - 840 Non -Resident Sumner General Business - Non -Resident Washington State Department of Revenue Count Details Status Expiration dat First issuance Jul-31-2023 Jun-09-2017 Governing People May include governing people not registered with Secretary o%State Governing people Title SANDEFUR, ANTHONY Active Jul-31-2023 Jul-12-2022 Active Jul-31-2023 Jun-01-2011 Active Jul-31-2023 May-04-2010 Active Jul-31-2023 Jan-27-2003 Active Dec-31-2022 Jan-10-2022 The Business Lookup information is updated nightly. Search date and time: 10/14/2022 2:38:46 PM Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported https://secure.dor.wa.gov/gteunauth/_1#3 2/2 1 DATE (MMIDDIYYYY) A`��xn CERTIFICATE OF LIABILITY INSURANCE 4/11/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAME: Kelly DeMerritt Leavitt Group Northwest CNN Ext: (800) 726-8771 wa NU: (966)728-9168 PO Box 65770 a��G¢.kelly-demerritt@leavitt.com University Place WA 98464 INSURED Action Services Corporation P 0 Box 4339 INSURER S AFFORDING COVERAGE NAIC 8 INSURERA:Nationwide Mutual Insurance Company 1237870 (Bremerton WA 98312 1INSURER F: CnVERAGES CERTIFICATE NUMBER:22/23 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR— TYPE OF INSURANCE LTR . ADDL SUBR POLICY NUMBER POLICY YYYY POLIOY EXP YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A CLAIMS -MADE Fx_1 OCCUR D PREMISES Ea occurrence) $ 1,000,000 F-1 MED EXP (Any one person) X Y ACPGL03019645890 4/12/2022 4/12/2023 S 10,000 PERSONAL &ADV INJURY S 1,000,000 PIEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE S 2,000,000 POLICY PRO -CT LOC PRODUCTS - COMP/OP AGG S 2,000,000 Onsite Pollution Sublimit $ 1,000,000 OTHER AUTOMOBILE LIABILITY CWBINLD SINGLE LIMIT Ea accide nt $ 1,000,000 BODILY INJURY (Per person) $ A ANYAUTO ALL OWNED SCHEDULED AUTOS X AUTOS ACP13A3019645890 4/12/2022 4/12/2023 BODILY INJURY (Per accident) $ PROPERTY pAMAGE Per axlderd $ NON -OWNED X HIRED AUTOS X AUTOS $ UMBRELLA LAB OCCUR EACH OCCURRENCE $ HCLAIMS-MADE AGGREGATE $ EXCESS LIAB OED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICERIMEMBER EXCLUDED? (Mandatoryin NH) NIA WA Stop Gap ACPGL03019645890 4/12/2022 4/12/2023 PER X OTH- STATUTE ER EL EACH ACCIDENT S 1,000,000 EL. DISEASE - EA EMPLOYEE S 1,000,000 E.L DISEASE - POLICY LIMIT S 1,000,000 IF yes, describe under DESCRIPTION OF OPERATIONS below - DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Federal Way is Named as Additional Insured per the terms and conditions of form CG8186 3/19. CERTIFICATE HOLDER GANCLLLATIUN Sara.Gilchrist@cityoffederalu City of Federal Way 33325 8th Ave. South Federal Way, WA 98003-6325 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE D E. Olson/KEDEME ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 (201401) IL01460907 WASHINGTON COMMON POLICY CONDITIONS All Coverage Parts included in this policy are subject to the following conditions. The conditions in this endorsement replace any simi- d. Because of its physical condition, a vaca- lar conditions in the policy that are less favorable to tion or demolition order has been issued for the insured. the structure, or it has been declared un- A. Cancellation safe in accordance with applicable law; 1. The first Named Insured shown in the Declara- tions may cancel this policy by mailing or deliv- ering to us advance written notice of cancella- tion. 2. We may cancel this policy by mailing or deliv- ering to the first Named Insured and the first Named Insured's agent or broker written notice of cancellation, including the actual reason for the cancellation, to the last mailing address known to us, at least: a. 10 days before the effective date of cancel- lation if we cancel for nonpayment of pre- mium; or b. 45 days before the effective date of cancel- lation if we cancel for any other reason; except as provided in Paragraphs 3. and 4. be- low. 3. We may cancel the Commercial Property Cov- erage Part and the Capital Assets Program (Output Policy) Coverage Part, if made a part of this policy, by mailing or delivering to the first Named Insured and the first Named Insured's agent or broker written notice of cancellation at least 5 days before the effective date of cancel- lation for any structure where 2 or more of the following conditions exist: a. Without reasonable explanation, the struc- ture is unoccupied for more than 60 con- secutive days, or at least 65% of the rental units are unoccupied for more than 120 consecutive days unless the structure is maintained for seasonal occupancy or is under construction or repair; b. Without reasonable explanation, progress toward completion of permanent repairs to the structure has not occurred within 60 days after receipt of funds following satis- factory adjustment or adjudication of loss resulting from a fire; c. Because of its physical condition, the struc- ture is in danger of collapse; e. Fixed and salvageable items have been removed from the structure, indicating an intent to vacate the structure; f. Without reasonable explanation, heat, wa- ter, sewer, and electricity are not furnished for the structure for 60 consecutive days; or g. The structure is not maintained in substan- tial compliance with fire, safety and building codes. 4. If: a. You are an individual; b. A covered auto you own is of the "private passenger type"; and c. The policy does not cover garage, automo- bile sales agency, repair shop, service sta- tion or public parking place operations haz- ards; we may cancel the Commercial Automobile Coverage Part by mailing or delivering to the first Named Insured and the first Named In- sured's agent or broker written notice of can- cellation, including the actual reason for can- cellation, to the last mailing address known to us: a. At least 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or b. At least 10 days before the effective date of cancellation for any other reason if the pol- icy is in effect less than 30 days; or c. At least 20 days before the effective date of cancellation for other than nonpayment if the policy is in effect 30 days or more; or d. At least 20 days before the effective date of cancellation if the policy is in effect for 60 days or more or is a renewal or continuation policy, and the reason for cancellation is that your driver's license or that of any driver who customarily uses a covered "auto" has been suspended or revoked dur- ing policy period. IL 01 46 09 07 © ISO Properties, Inc., 2006 Page 1 of 3 0 5. We will also mail or deliver to any mortgage holder, pledgee or other person shown in this policy to have an interest in any loss which may occur under this policy, at their last mail- ing address known to us, written notice of can- cellation, prior to the effective date of cancella- tion. If cancellation is for reasons other than those contained in Paragraph A.3. above, this notice will be the same as that mailed or deliv- ered to the first Named Insured. If cancellation is for a reason contained in Paragraph A.3. above, we will mail or deliver this notice at least 20 days prior to the effective date of can- cellation. 6. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 7. If this policy is cancelled, we will send the first Named Insured any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund will be at least 90% of the pro rata refund unless the fol- lowing applies: a. For Division Two — Equipment Breakdown, if the first Named Insured cancels, the re- fund will be at least 75% of the pro rata re- fund. b. If: (1) You are an individual; (2) A covered auto you own is of the "pri- vate passenger type"; (3) The policy does not cover garage, automobile sales agency, repair shop, service station or public parking place operations hazards; and (4) The first Named Insured cancels; the refund will be not less than 90% of any unearned portion not exceeding $100, plus 95% of any unearned portion over $100 but not exceeding $500, and not less than 97% of any unearned portion in excess of $500. The cancellation will be effective even if we have not made or offered a refund. 8. If notice is mailed, proof of mailing will be suffi- cient proof of notice. B. Changes The policy contains all the agreements between you and us concerning the insurance afforded. The first Named Insured shown in the Declara- tions is authorized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by endorsement issued by us and made a part of this policy. C. Examination Of Your Books And Records We may examine and audit your books and re- cords as they relate to this policy at any time dur- ing the policy period and up to three years after- ward. D. Inspection And Surveys 1. We have the right to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find; and c. Recommend changes. We are not obligated to make any inspections, surveys, reports or recommendations and any such actions we do undertake relate only to in- surability and the premiums to be charged. We do not make safety inspections. We do not un- dertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. And we do not warrant that conditions: a. Are safe or healthful; or b. Comply with laws, regulations, codes or standards. 3. Paragraphs 1. and 2. of this condition apply not only to us, but also to any rating, advisory, rate service or similar organization which makes in- surance inspections, surveys, reports or rec- ommendations. 4. Paragraph 2. of this condition does not apply to any inspections, surveys, reports or recom- mendations we may make relative to certifica- tion, under state or municipal statutes, ordi- nances or regulations, of boilers, pressure vessels or elevators. Page 2 of 3 © ISO Properties, Inc., 2006 IL 01 46 09 07 0 E. Premiums The first Named Insured shown in the Declara- tions: 1. Is responsible for the payment of all premiums; and 2. Will be the payee for any return premiums we pay- F. Transfer Of Your Rights And Duties Under This Policy Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual named in- sured. If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal represen- tative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. G. Nonrenewal We may elect not to renew this policy by mail- ing or delivering written notice of nonrenewal, stating the reasons for nonrenewal, to the first Named Insured and the first Named Insured's agent or broker, at their last mailing addresses known to us. We will also mail to any mortgage holder, pledgee or other person shown in this policy to have an interest in any loss which may occur under this policy, at their last mail- ing address known to us, written notice of non - renewal. We will mail or deliver these notices at least 45 days before the: a. Expiration of the policy; or b. Anniversary date of this policy if this policy has been written for a term of more than one year. Otherwise, we will renew this policy unless: a. The first Named Insured fails to pay the renewal premium after we have expressed our willingness to renew, including a state- ment of the renewal premium, to the first Named Insured and the first Named In- sured's insurance agent or broker, at least 20 days before the expiration date; b. Other coverage acceptable to the insured has been procured prior to the expiration date of the policy; or c. The policy clearly states that it is not re- newable, and is for a specific line, subclas- sification, or type of coverage that is not of- fered on a renewable basis. 2. If: a. You are an individual; b. A covered auto you own is of the "private passenger type"; and c. The policy does not cover garage, automo- bile sales agency, repair shop, service sta- tion or public parking place operations haz- ards; the following applies to nonrenewal of the Commercial Automobile Coverage Part in place of GA.: a. We may elect not to renew or continue this policy by mailing or delivering to you and your agent or broker written notice at least 20 days before the end of the policy period including the actual reason for nonrenewal. If the policy period is more than one year, we will have the right not to renew or con- tinue it only at an anniversary of its original effective date. If we offer to renew or con- tinue and you do not accept, this policy will terminate at the end of the current policy period. Failure to pay the required renewal or continuation premium when due shall mean that you have not accepted our offer. b. We will not refuse to renew Liability Cover- age or Collision Coverage solely because an "insured" has submitted claims under Comprehensive Coverage or Towing and Labor Coverage. c. If we fail to mail or deliver proper notice of nonrenewal and you obtain other insurance this policy will end on the effective date of that insurance. IL 01 46 09 07 © ISO Properties, Inc., 2006 Page 3 of 3 0 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the This insurance is primary to and will not seek additional insured. contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and All terms and conditions of this policy apply unless modified by this endorsement. CG 20 01 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1 Policy No. ACP3019645890 COMMERCIAL GENERAL LIABILITY CG 81 86 03 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ConstructionGardSM General Liability Enhancement Endorsement This endorsement modifies insurance provided under the following. COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is a summary of the additional coverages provided by this endorsement. For complete details on a specific coverage, consult the endorsement contract language. 1. Additional Insureds Various additional in ions 2. Aggregate Limit Per Project 3. Blanket Waiver of Subrogation If required by written contract, insurer waives right of subrogation 4. Broad Form Named Insured 5. Broadened Definition of BI Definition includes mental anguish 6. Broadened Liability Coverage for Damage to "Your Product" and "Your Work" 7. Contractual Liability — Railroads Expanded definition of "insured contract' 8. Contractual Liability for Personal and Advertising Injury 9. Damage to Premises Rented to You Extends perils Limit: $1,000,000 _ 10. Electronic Data Liability Limit: $100,000 11. Expected and Intended Injury 12. Incidental Medical Malpractice 13. Knowledge of Occurrence 14. Liberalization 15. Lost Key Coverage Occurrence Limit: $10,000 16. Newly Formed and Acquired Organizations 180 days 17. Non -owned Aircraft 18. Non -owned Watercraft Included for watercraft up to 51 ft 19. Supplementary Payments Increased bail bonds limit to $5,000 Increased daily loss of earnings limit to $1,000 per day F21,2 Unintentional failure to Disclose Hazard Non -duplication of Benefits CG 81 86 03 19 Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 7 with its permission. CG 81 86 03 19 1. Additional Insured — Automatic Status When granting the franchise or license Required In An Agreement Or Contract With ends. You d. Lessors of Leased Equipment — SECTION II — WHO IS AN INSURED is with respect to their liability for amended to include: "bodily injury", "property damage", or 1. Any person(s) or organization(s) whom you "personal and advertising injury", are required to add as an additional caused in whole or in part by your insured on this policy under a written maintenance, operation, or use of contract or written agreement, provided the equipment leased to you by such written contract or written agreement: person(s) or organization(s). This insurance does not apply to any 1 Is current) in effect or becomes () Y "occurrence" which takes place after effective during the term or this the equipment lease expires. policy; and However, their status as additional (2) Was executed prior to the "bodily insured under this policy ends when injury," "property damage" or their lease, contract, or agreement "personal and advertising injury" with you for such leased equipment for which the additional insured expires. seeks coverage. e. Lessor of Land —with respect to The person or organization added as an liability arising out of the ownership, additional insured by this endorsement is an maintenance or use of that specific additional insured only with respect to liability part of the land leased to you and for: subject to the following additional 1. "Bodily injury" or "property damage" or exclusions: 2. "Personal and advertising injury"; This insurance does not apply to: due to: (1) Any "occurrence" which takes a. Controlling Interest — with respect place after you cease to be a to their liability arising out of: tenant in that premise; or (1) Their financial control of you; or (2) Structural alterations, new construction or demolition (2) Premises they own, maintain or operations performed by or on control while you .lease or behalf of such additional occupy these premises. insured. This insurance does not apply to However, their status as additional structural alterations, new insured under this policy ends when construction and demolition you cease to be a tenant of such operations performed by or for such premises. additional insured. f. Managers or Lessors of Premises b. Co-owner of Insured Premises — — with respect to liability arising out with respect to the co -owner's of the ownership, maintenance, or liability as a co-owner of such use of that part of the premises you premises. own, rent, lease, or occupy. c. Grantor of Franchise or License This insurance does not apply to: Any person or organization that has (1) Any "occurrence" which takes granted you a franchise or license place after you cease to be a by written contract or agreement is tenant in that premises; or an additional insured, but only with respect to their liability as a grantor (2) Structural alterations, new con - of afranchise or license to you. struction, or demolition However, their status as additional operations performed by or on behalf the insured under this policy ends when person or organization. their contract or agreement with you Page 2 of 7 Includes copyrighted material of Insurance Services Office, Inc., CG 81 86 03 19 with its permission. CG 81 86 0319 However, their status as additional This exclusion applies even insured under this policy ends when if the claims against any you cease to be a tenant of such insured allege negligence premises. or other wrongdoing in the g. Mortgagee, Assignee or Receiver supervision, hiring, — with respect to their liability as employment, training or mortgagee, assignee, or receiver monitoring of others by that and arising out of the ownership, insured, if the "occurrence" maintenance, or use of a premise which caused the "bodily by you. This insurance does not injury" or "property apply to structural alterations, new damage", or the offense construction or demolition which caused the "personal operations performed by or on and advertising injury", behalf of such additional insured. involved the rendering of, failure render, any h. Owners, Lessees, or Contractors professional, architectural, — with respect to liability for "bodily engineering, or surveying injury", "property damage", or services. "personal and advertising injury" caused in whole or in part, by: I. State or Political Subdivision — Permits Relating to Premises — (1) Your acts or omissions; or with respect to the following (2) The acts or omissions of those hazards for which the state or acting on your behalf, in the political subdivision has issued a performance of your ongoing permit or authorization in operations performed for that connection with premises you own, additional insured, whether the rent, or control and to which this work is performed by you or on insurance applies. your behalf; or (1) The existence, maintenance, (3) "Your work" performed for that repair, construction, erection, or additional insured and included removal of advertising, signs, in the "products -completed awnings, canopies, cellar operations hazard." entrances, coal holes, drive - The insurance does not apply ways, manholes, marquees, to: hoist away openings, sidewalk (a) "Bodily injury", "property vaults, street banners, or damage", or "personal and decorations and similar advertising injury" arising exposures; or out of the rendering of or the (2) The construction, erection, or failure to render any removal of elevators; or professional architectural, (3) The ownership maintenance or engineering, or survey use of any elevators covered by services, including: this insurance. (i) The preparing, approv- This insurance does not apply to: ing, or failing to prepare (1) "Bodily injury" or "property or approve maps, shop damage" or "personal or drawings, opinions, advertising injury" arising out of reports, survey, field operations performed for the orders, change orders, state or municipality; or or drawings and specifications; or (2) "Bodily injury" or "property (ii) Supervisory, inspection, damage" included within the "products -completed operations architectural or engi hazard". neering activities. CG 81 86 03 19 Includes copyrighted material of Insurance Services Office, Inc., Page 3 of 7 with its permission. CG 81 86 03 19 2. 0 However, such state or political subdivision's status as additional insured under this policy ends when the permit ends. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. The insurance afforded to such additional insureds described in a.- i. above: (1) Only applies to the extent permitted by law; and (2) Will not be broader than any coverage requirement in a contract or agreement to provide for such additional insured. Aggregate Limit Per Project Under SECTION III — LIMITS OF INSURANCE, the following paragraph is added to Paragraph 2: The General Aggregate Limit under SECTION III LIMITS OF INSURANCE applies separately to each of your construction projects away from premises owned by or rented to you. Blanket Waiver Of Subrogation Under SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, 8. Transfer Of Rights Of Recovery Against Others To Us, the following is added: We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of: a. Your ongoing operations; or b. "Your work" included in the "products completed operations hazard." However, this waiver applies only when you have agreed in writing to waive such rights of recovery in a contract or agreement, and only if the contract or agreement: a. Is in effect or becomes effective during the term or this policy; and b. Was executed prior to loss. 4. Broad Form Named Insured Under SECTION II — WHO IS AN INSURED, the following is added to Paragraph 2: e. Any business entity incorporated or organized under the laws of the United State of America (including any State thereof), its territories or possessions, or Canada (including any Province thereof) in which the Named Insured shown in the Declarations owns, during the policy period, an interest of more than fifty percent. If other valid collectible insurance is available to any business entity covered by this solely by reason of ownership by the Named Insured shown in the Declarations in excess of fifty percent, this insurance is excess over the other insurance, whether primary, excess, contingent, or on any other basis. 5. Broadened Bodily Injury Definition (Mental Anguish) Under SECTION V — DEFINITIONS, Definition 3. "Bodily Injury" is replaced with: 3. "Bodily injury" means physical injury, sickness, or disease to a person and if arising out of the foregoing, mental anguish, mental injury, shock, or humiliation, including death at any time resulting therefrom. 6. Broadened Liability Coverage for Damage to "Your Product" and "Your Work" Under SECTION I — COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph 2. Exclusions is amended to delete exclusions k. and I. and replace them with the following: This insurance does not apply to: k. Damage to Your Product "Property damage" to "your product" arising out of it or any part of it except when caused by or resulting from: (1) Fire; (2) Smoke; (3) Collapse; or (4) Explosion. 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". This exclusion does not apply: (1) If the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor; or (2) If the cause of loss to the damaged work arises as a result of: (a) Fire; (b) Smoke; Page 4 of 7 Includes copyrighted material of Insurance Services Office, Inc., CG 81 86 0319 with its permission. (c) Collapse; or (d) Explosion. Under SECTION III — LIMITS OF INSURANCE, the following paragraph is added: Subject to 6. above, $100,000 is the most we will pay under Coverage A for the sum of damages arising out of any one "occurrence" because of "property damage" to "your product" and "your work" that is caused by fire, smoke, collapse or explosion and is included within the "product -completed operations hazard". This sublimit does not apply to "property damage" to ..your work" if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. 7. Contractual Liability — Railroads a. Under SECTION V — DEFINTIONS, the following replaces Paragraph c. of definition 9. "Insured Contract": c. Any easement or license agreement; b. Under SECTION V —DEFINITIONS, Paragraph f.(1) of definition 9. "Insured Contract" is deleted. 8. Contractual Liability for Personal and Advertising Injury Under SECTION I — COVERAGES, COVERAGE B — PERSONAL AND ADVERTISING INJURY LIABILITY, Paragraph 2. Exclusions is amended to delete exclusion e. Contractual Liability. This provision S. does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 9. Damage to Premises Rented to You a. Under SECTION I — COVERAGES, COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY, the last paragraph of 2. Exclusions is replaced with: If Damage To Premises Rented To You is not otherwise excluded, Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, or sprinkler leakage to premises while rented to you or temporarily occupied by you with permission of the owner. b. Under SECTION III — LIMITS OF INSURANCE, Paragraph 6. is replaced with: 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 CG 81 86 0319 "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke or sprinkler leakage, while rented to you or temporarily occupied by you with permission of the owner. The limit is increased to $1,000,000. c. Under SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, 4. Other Insurance, b. Excess Insurance (1) (a) (ii) is replaced with: (ii) That is Fire, Lightning, Explosion, Smoke or Sprinkler leakage insurance for premises rented to you or temporarily occupied by you with permission of the owner; 10. Electronic Data Liability a. Under SECTION I — COVERAGES, COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE, Paragraph 2. Exclusions is amended to delete exclusion p. Electronic Data and replace it with the following: This insurance does not apply to: p. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate "electronic data" that does not result from physical injury to tangible property. However, this exclusion does not apply to liability for damages because of "bodily injury." b. Under SECTION III — LIMITS OF INSURANCE, the following paragraph is added: Subject to paragraph 5. above, $100,000 is the most we will pay under Coverage A for all damages arising out of any one "occurrence" because of "property damage" that results from physical injury to tangible property and arises out of "electronic data". c. Under SECTION V — DEFINITIONS, the following definition is added: "Electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media CG 81 86 03 19 Includes copyrighted material of Insurance Services Office, Inc., Page 5 of 7 with its permission. CG 81 86 03 19 which are used with electronically 12. Incidental Medical Malpractice Liability controlled equipment. a. Under SECTION II — WHO IS AN INSURED, d. Under SECTION V — DEFINITIONS, the Paragraph 2.a.(1)d. does not apply to definition of "property damage" is replaced nurses, emergency medical technicians or by the following for the purposes of the paramedics employed by you arising out of coverage provided by this endorsement his or her providing or failing to provide only: professional health care services, but only if 17. "Property damage" means: such healthcare services are within the a. Physical injury to tangible property, scope of their employment by you or are including all resulting loss of use of related to or arise out of the conduct of your that property. All such loss of use business. shall be deemed to occur at the b. This coverage does not apply if you are time of the physical injury that engaged in the business or occupation of caused it; providing professional health care services. b. Loss of use of tangible property 13. Knowledge Of An Occurrence that is not physically injured. All Under SECTION IV — COMMERCIAL such loss of use shall be deemed GENERAL LIABILITY CONDITIONS, the to occur at the time of the following is added to 2. Duties In The Event Of "occurrence" that caused it; or Occurrence, Offense, Claim Or Suit: c. Loss of, loss of use of, damage to, e. Knowledge of an occurrence, offense, claim corruption of, inability to access, or or suit by an agent or employee of any inability to properly manipulate insured shall not in itself constitute "electronic data," resulting from knowledge of the insured unless you, a physical injury to tangible property. partner, if you are a partnership; or an All such loss of "electronic data" executive officer or insurance manager, if shall be deemed to occur at the you are a corporation receives such notice of time of the "occurrence" that an occurrence, offense, claim or suit from caused it. the agent or employee. For the purposes of this insurance, f. The requirements in Paragraph b. will not be "electronic data" is not tangible considered breached unless there is property. knowledge of occurrence as outlined in e. If Electronic Data Liability is provided at a Paragraph e. above. higher limit by another endorsement 14. Liberalization attached to this policy, then the $100,000 If we revise this endorsement to provide more limit provided by this Provision 10. coverage without additional premium charge, we Electronic Data Liability is part of, and not will automatically provide the additional coverage in addition to, that higher limit. to all endorsement holders as of the day the 11. Expected or Intended Injury revision is effective in your state. Under SECTION 1 — COVERAGES, 15. Lost Key Coverage COVERAGE A — BODILIY INJURY AND a. Under SECTION I — COVERAGES, PROPERTY DAMAGE LIABILITY, Exclusion a. COVERAGE A BODILY INJURY AND is replaced by the following: PROPERTY DAMAGE LIABILITY, a. Expected Or Intended Injury coverage is extended to include the "Bodily injury" or "property damage" following: expected or intended from the standpoint of If a customer's master or grand key, the insured. excluding electronic key card, is lost, This exclusion does not apply to "bodily damaged or stolen while in your care, injury" or "property damage" resulting from custody or control we will pay the cost of the use of reasonable force to protect replacing the keys, including the master lock persons or property. and all keys used in the same lock, the cost of adjusting locks to accept the new keys, or the cost to replace the locks, whichever is less. Page 6 of 7 Includes copyrighted material of Insurance Services Office, Inc., CG 81 86 03 19 with its permission. b. Limit of Insurance — For the purpose of this coverage the most we will pay is $ 10,000 per "occurrence". 16. Newly Formed And Acquired Organizations a. Under SECTION II — WHO IS AN INSURED, in paragraph 3.a., 90th day is changed to 180th day. b. This provision does not apply if coverage for newly formed or acquired organizations is excluded either by the provisions of the Commercial General Liability Coverage Form or by any applicable endorsement. 17. Non -Owned Aircraft Under SECTION I — COVERAGES, COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Exclusion g. does not apply to an aircraft provided: It is hired, chartered or loaned with a paid crew; b. It is not owned by an insured; c. The pilot in command holds a currently effective license for the particular aircraft being flown, issued by the duly constituted authority of the United States of America or Canada, designating her or him a commercial airline pilot; and d It is not being used by the insured to carry persons or property for a charge. The following is added to SECTION IV, COMMERCIAL GENERAL LIABILITY CONDITIONS, Condition 4. Other Insurance, paragraph b. Excess Insurance: This Non -Owned Aircraft insurance is excess over any other valid and collectible insurance whether primary, excess (other than insurance written to apply specifically in excess of this policy), contingent or any other basis that would also apply to loss covered under this provision. 18. Non -Owned Watercraft Under SECTION I — COVERAGES, COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph (2) of Exclusion g. is deleted and replaced with CG 81 86 03 19 the following: (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used by the insured to carry persons or property for a charge. 19. Supplementary Payments Under SECTION I — COVERAGES, SUPPLEMENTARY PAYMENTS — COVERAGES A AND B Paragraphs 1.b and 1.d. are replaced with: b. Up to $5,000 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. 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 $1,000 a day because of time off from work. 20. Unintentional Failure To Disclose Hazard Under SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Condition 6. Representations the following paragraph is added: d. Your failure to disclose all hazards or prior "occurrences" or offenses 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" or offenses is not intentional. This provision does not affect our right to collect additional premium or exercise our right of cancellation or non - renewal. 21. Non -Duplication of Benefits No one will be entitled to receive duplicate payments for the same elements of loss under any of the coverages provided by the Commercial General Liability Coverage form, this endorsement, or any other applicable endorsement. All terms and conditions of this policy apply unless modified by this endorsement. CG 81 86 03 19 Includes copyrighted material of Insurance Services Office, Inc., Page 7 of 7 with its permission. COMMERCIAL AUTO AC 70 06 03 16 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO PROTECTION - PLATINUM This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SUMMARY OF COVERAGES A. Effect of This Endorsement B. Newly Acquired of Formed Entities C. Employees as insureds — Nonowned Autos D. Additional Insured by Contract, Permit or Agreement E. Supplementary Payments — Bail Bonds F. Supplementary Payments — Loss of Earnings G. Personal Effects and Property of Others Extension H. Prejudgment Interest Coverage I. Fellow Employees J. Hired Auto Physical Damage K. Temporary Substitute Autos — Physical Damage Coverage L. Expanded Towing Coverage M. Auto Loan or Lease Coverage N. Original Equipment Manufacturer Parts — Leased Private Passenger Types O. Deductible Amendments P. Expanded Transportation Expense Q. Extra Expense — Stolen Autos R. Physical Damage Limit of Insurance S. New Vehicle Replacement Cost T. Physical Damage Coverage Extensions U. Business Income and Extra Expense Coverage V. Transfer of Rights Of Recovery Against Others To Us W. Section IV — Business Auto Conditions — Notice of and Knowledge of Occurrence X. Hired Car Coverage Territory Y. Emergency Lockout Z. Cancellation Condition AC 70 06 03 16 Includes copyrighted material of Insurance Services Office, Inc. Pagel of 7 with its permission COMMERCIAL AUTO AC 70 06 03 16 A. EFFECT OF THIS ENDORSEMENT Coverage provided under this policy is modified by the provisions of this endorsement. If there is any conflict between the provisions of this endorsement and the provision(s) of any state - specific endorsement also attached to this poli- cy, then the provision(s) of the state -specific endorsement shall apply instead of the provi- sions of this endorsement that are in conflict, but only to the extent of the conflict, and only to the extent necessary to bring such provisions into conformance with the state requirement(s) contained in the provision(s) of the state -specific endorsement. B. NEWLY ACQUIRED OR FORMED ENTITIES The Named Insured shown in the Declarations is amended to include any organization you newly acquire or form, other than a partnership, joint venture, or limited liability company, and over which you maintain ownership or majority (more than 50%) interest; if there is no other similar in- surance available to that organization. Coverage under this provision is afforded until the 1801h day after you acquire or form the organization or the end of the policy period, whichever is later. C. EMPLOYEES AS INSUREDS — NONOWNED AUTOS The following is added to paragraph A.1. Who Is An Insured of SECTION II — COVERED AUTOS LIABILITY COVERAGE: d. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your per- sonal affairs. D. ADDITIONAL INSURED BY CONTRACT, PERMIT OR AGREEMENT The following is added to A.1. Who Is An In- sured of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization that you are re- quired to name as an additional insured in a written contract or agreement that is executed or signed by you prior to a "bodily injury" or "property damage" occurrence is an "insured" for Covered Auto Liability coverage. How- ever, with respect to covered "autos", such person or organization is an insured only to the extent that person or organization qualifies as an "insured" under A.1. Who is an Insured of SECTION II — COVERED AUTOS LIABILITY COVERAGE: If specifically required by the written contract or agreement referenced in the paragraph above, any coverage provided by this endorsement to an additional insured shall be primary and any other valid and collectible insurance avail- able to the additional insured shall be non- contributory with this insurance. If the written contract does not require this coverage to be primary and the additional insured's coverage to be non-contributory, then this insurance will be excess over any other valid and collectible insur- ance available to the additional insured. E. SUPPLEMENTARY PAYMENTS — BAIL BONDS Supplementary Payments of SECTION II — COVERED AUTOS LIABILITY COVERAGE is revised as follows: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) re- quired because of an "accident" we cover. We do not have to furnish these bonds. F. SUPPLEMENTARY PAYMENTS — LOSS OF EARNINGS Supplementary Payments of SECTION II — COVERED AUTOS LIABILITY COVERAGE is revised as follows: (4) All reasonable expenses incurred by the "in- sured" at our request, including actual loss of earnings up to $1,000 a day because of time off from work. G. PERSONAL EFFECTS AND PROPERTY OF OTHERS EXTENSION 1. The Care, Custody or Control Exclusion of SECTION II — COVERED AUTOS LIABILITY COVERAGE, does not apply to "property dam- age" to property, other than your property, up to an amount not exceeding $500 in any one "acci- dent". Coverage is excess over any other valid and collectible insurance. 2. The following paragraph is added to A.4. Coverage Extensions of SECTION III - PHYSICAL DAMAGE COVERAGE: c. We will pay up to $1,000 for your prop- erty that is lost or damaged as a result of a covered "loss", without applying a deductible. Coverage is excess over any other valid and collectible insur- ance. Page 2 of 7 Includes copyrighted material of Insurance Services Office, Inc. AC 70 06 03 16 with its permission H. PREJUDGMENT INTEREST COVERAGE The following paragraph is added to SECTION II — COVERED AUTOS LIABILITY COVERAGE, 2. Coverage Extensions, a. Supplementary Payments: (7) Prejudgment interest awarded against the "insured" on that part of the judgment we pay. If we make an offer to pay the appli- cable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. I. FELLOW EMPLOYEE The Fellow Employee Exclusion of SECTION II - COVERED AUTOS LIABILITY COVERAGE, does not apply if the "bodily Injury" results from the use of a covered "auto' you own or hire. The insurance provided under this provision is excess over any other collectible insurance. J. HIRED AUTO PHYSICAL DAMAGE If covered "auto' designation symbols 1 or 8 ap- ply to Liability Coverage and if at least one "au- to' you own is covered by this policy for Com- prehensive, Specified Causes of Loss, or Colli- sion coverages, then the Physical Damage coverages provided are extended to "autos" you lease, hire, rent or borrow without a driver; and provisions in the Business Auto Coverage Form applicable to Hired Auto,Physical Damage apply up to a limit of $125,000. The deductible will be equal to the largest deductible applicable to any owned "auto' for that coverage. Any Compre- hensive deductible does not apply to fire or lightning. K. TEMPORARY SUBSTITUTE AUTOS — PHYSICAL DAMAGE COVERAGE The following is added to paragraph C. Certain Trailers, Mobile Equipment And Temporary Substitute Autos of SECTION I — COVERED AUTOS: If Physical Damage Coverage is provided by this Coverage Form, the following types of vehicles are also covered "autos" for Physi- cal Damage Coverage: Any "auto' you do not own while used with the permission of its owner as a temporary substitute for a covered "auto' you own that is out of service because of its: a. Breakdown; b. Repair; COMMERCIAL AUTO AC 70 06 03 16 e. Destruction The coverage that applies is the same as the coverage provided for the vehicle being replaced. L. EXPANDED TOWING COVERAGE 1. We will pay up to: a. $150 for a covered "auto" you own of the private passenger type, or b. $750 for a covered "auto" you own that is not of the private passenger type, for towing and labor costs incurred each time the covered "auto' is disabled. Howev- er, the labor must be performed at the place of disablement. 2. This coverage applies only for an "auto" covered on this policy for Comprehensive or Specified Causes of Loss Coverage and Collision Coverages. 3. Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto'. M. AUTO LOAN OR LEASE COVERAGE 1. In the event of a total 'loss" to a covered "auto', we will pay any unpaid amount due on the loan or lease, including up to a max- imum of $500 for early termination fees or penalties, for your covered "auto" less: a. The amount paid under SECTION III — PHYSICAL DAMAGE COVERAGE of this policy; and b. Any: 1) Overdue lease/loan payments at the time of the 'loss"; 2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; 3) Security deposits not refunded by a lessor; 4) Costs of extended warranties, Credit Life insurance, Health, Accident, or Disability insurance purchased with the lease; and 5) Carry-over balances from previous leases. 2. This coverage only applies to a 'loss" which is also covered under this policy for Com- prehensive, Specified Causes of Loss, or Collision coverage. c. Servicing; d. "Loss"; or AC 70 06 03 16 Includes copyrighted material of Insurance Services Office, Inc. with its permission Page 3 of 7 COMMERCIAL AUTO AC 70 06 03 16 3. Coverage does not apply to any unpaid amount due on a loan for which the covered "auto" is not the sole collateral. N. ORIGINAL EQUIPMENT MANUFACTURER PARTS — LEASED PRIVATE PASSENGER TYPES Under Paragraph C. Limit of Insurance of SECTION III — PHYSICAL DAMAGE COVERAGE, Section 4 is added as follows: 4. We will use new original equipment vehicle manufacturer parts for any private passen- ger type covered "auto" where required by the lease agreement which has a term of at least six months. If a new original equip- ment vehicle manufacturer part is not in pro- duction or distribution we may use a like, kind and quality replacement part. O. DEDUCTIBLE AMENDMENTS The following are added to the Deductible provi- sion of SECTION III — PHYSICAL DAMAGE COVERAGE: If another policy or coverage form that is not an automobile policy or coverage form issued by this company applies to the same "accident", the following applies: 1. If the deductible under this coverage is the smaller (or smallest) deductible, it will be waived: 2. If the deductible under this coverage is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible. If a Comprehensive or Specified Causes of Loss Coverage "loss" from one "accident" involves two or more covered "autos", only the highest deductible applicable to those coverages will be applied to the "accident," if the cause of the loss is covered for those vehicles. This provision only applies if you carry Comprehensive or Specified Causes of Loss Coverage for those vehicles, and does not extend coverage to any covered "autos" for which you do not carry such coverage. No deductible applies to glass if the glass is re- paired, in a manner acceptable to us, rather than replaced. P. EXPANDED TRANSPORTATION EXPENSE Paragraph A.4.a. of SECTION III — PHYSICAL DAMAGE COVERAGE is replaced by the following: curred by you because of the total theft of a covered "auto" of the private passenger type. We will only pay for those covered "autos" for which you carry Comprehensive or Specified Causes of Loss Coverage. We will pay for tem- porary transportation expenses incurred during the period beginning 24 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". Q. EXTRA EXPENSE — STOLEN AUTOS The following paragraph is added to Section A.4. of SECTION III — PHYSICAL DAMAGE COVERAGE: c. We will pay for up to $5,000 for the expense of returning a stolen covered "auto" to you. We will pay only for those covered "autos" for which you carry Comprehensive or Spec- ified Causes of Loss Coverage. R. PHYSICAL DAMAGE LIMIT OF INSURANCE Under SECTION III — PHYSICAL DAMAGE COVERAGE, Paragraph C., Limit of Insurance is replaced by the following: C. Limit Of Insurance 1. The most we will pay for "loss" in any one "accident" is the lesser of: a. The actual cash value of the damaged or stolen property as of the time of the "loss", or b. The cost of repairing or replacing the damaged or stolen property. 2. $2000 is the most we will pay for "loss" in any one "accident" to all electronic equip- ment that reproduces, receives or transmits audio, visual or data signals which, at the time of "loss", is: a. Permanently installed in or upon the covered "auto" in a housing, opening or other location that is not normally used by the "auto" manufacturer for the instal- lation of such equipment. b. Removable from a permanently installed housing unit as described in Paragraph 2.a. above or is an integral part of that equipment; or c. An integral part of such equipment. 3. An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". We will pay up to $50 per day to a maximum of 4. The cost of repairing or replacing may: $1500 for temporary transportation expense in - Page 4 of 7 Includes copyrighted material of Insurance Services Office, Inc AC 70 06 03 16 with its permission. a. Be based on an estimate which includes parts furnished by the original equip- ment manufacturer or other sources in- cluding non -original equipment manu- facturers and b. If a repair or replacement results in bet- ter than like kind or quality, we will not pay for the amount of the net improve- ment. 5. If we offer to pay the actual cash value of the damaged or stolen property, we will value auto advertising wraps, paint customi- zation, and similar business related advertis- ing modifications, in addition to the actual cash value of the property. Auto advertising wraps, paint customization, and similar business related advertising modifications will be valued at the cost to replace them with an adjustment made for depreciation and physical condition. S. NEW VEHICLE REPLACEMENT COST The following is added to the Limit of Insurance provision of SECTION III — PHYSICAL DAMAGE COVERAGE: 5. The provisions of paragraphs 1.and 3. do not apply to a covered "auto" of the private passenger type or a vehicle with a gross ve- hicle weight rating of 20,000 pounds or less which is a "new vehicle." In the event of a total "loss" to your "new ve- hicle" to which this coverage applies, we will pay at your option: a. The verifiable "new vehicle" purchase price you paid for your damaged vehi- cle, not including any insurance or war- ranties purchased; b. If it is available, the purchase price, as negotiated by us, of a "new vehicle" of the same make, model, and equipment or the most similar model available, not including any furnishings, parts, or equipment not installed by the manufac- turer or manufacturers' dealership; or . c. The market value of your damaged ve- hicle, not including any furnishings, parts, or equipment not installed by the manufacturer or manufacturer's dealer- ship. We will not pay for initiation or set up costs associated with loans or leases As used in this endorsement, a "new vehi- cle" means an "auto" of which you are the original owner that has not been previously COMMERCIAL AUTO AC 70 06 03 16 titled and which you purchased less than 365 days before the date of the "loss". T. PHYSICAL DAMAGE COVERAGE EXTENSIONS Under SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Exten- sions, b. Loss of Use Expenses is replaced by the following: b. Loss of Use Expenses For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision if the Decla- rations indicate that Comprehen- sive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Cover- age is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto." However, the most we will pay for any expenses for loss of use is $50 per day, to a maximum of $1,500. The insurance provided by this provision is excess over any other collectible insurance. U. BUSINESS INCOME AND EXTRA EXPENSE COVERAGE 1. Business Income Coverage We will pay the actual loss of business in- come sustained by you as a result of the necessary suspension of your business dur- ing the period of restoration due to "loss" to a covered "auto" used in your business. The loss must be caused by a cause of loss cov- ered under item Al of Physical Damage Coverage in this Coverage Part. 2. Extra Expense Coverage We will pay the necessary and reasonable extra expenses that you incur during the pe- riod of restoration that you would not have incurred had there been no "loss" to a cov- ered "auto" used in your business. The loss AC 70 06 03 16 Includes copyrighted material of Insurance Services Office, Inc. Page 5 of 7 with its permission COMMERCIAL AUTO AC 70 06 03 16 must be caused by a cause of loss listed (a) The time required to resume under item Al of Physical Damage Cover- your normal business opera - age in this Coverage Part. Extra Expenses tions; or means those expenses you incur to avoid or (b) The time that is reasonably minimize the suspension of business and to necessary to repair or replace continue your business operations. the covered auto with a maxi- 3. Additional Conditions mum time period of 180 days. We will not pay for "loss" or expenses Period of Restoration does not caused by suspension, lapse or cancellation include any increased period of any license, lease or contract. But if the required due to the enforcement suspension, lapse or cancellation is directly of any ordinance or law that re - caused by the suspension of your business, quires any insured or others to we will cover such "loss" that affects your test for, monitor, clean up, re - move, contain, treat, detoxify or business income. We will not pay under this neutralize or in any way respond coverage if you do not repair or replace the "auto". to or assess the effects of pollu- covered You must resume all or part tants. The expiration date of this of your business as quickly as possible. If policy will not cut short the peri- you have other autos you can use to reduce od of restoration. the amount of loss payable under this cov- erage, you are required to use them. We will V. TRANSFER OF RIGHTS OF RECOVERY pay for expenses you incur to reduce the AGAINST OTHERS TO US amount that otherwise would have been The following is added to the Transfer Of Rights payable under this coverage. We will not Of Recovery Against Others To Us Condition: pay more than the amount by which you ac- We waive any right of recovery we may tually reduce the business income loss or have against any person or organization to extra expense incurred. the extent required of you by a written con- 4. Limit tract executed prior to any "accident' be - The most we will pay for "loss" arising out of cause of payments we make for damages one covered "auto" is $10,000 per loss with under this coverage form. an annual aggregate of $20,000. Payment W. NOTICE OF AND KNOWLEDGE OF applies in addition to the otherwise applica- OCCURRENCE ble amount of each coverage you have on a SECTION IV — BUSINESS AUTO covered "auto". CONDITIONS, Paragraph A is amended as 5. Definitions follows: a. "Business Income" means the: 6. NOTICE OF AND KNOWLEDGE OF 1.). Net income (Net profit or loss before OCCURRENCE income taxes) that would have been a. Your obligation in the Duties in the Event earned or incurred if no loss would of Accident, Claim, Suit or Loss Condi- have occurred; and tion relative to notification require- 2.). Continuing normal operating ments applies only when the "accident' expenses incurred, including payroll. or "loss" is known to: b. "Period of Restoration" means the (1) You, if you are an individual; period of time that: (2) A partner, if you are a partnership; 1.). Begins: (3) A member, if you are a limited liability (a) 24 hours after the time of loss company; or for Business Income Coverage; (4) An executive officer or insurance or manager, if you are a corporation. (b) Immediately after the time of loss for Extra Expense b. Your obligation in the. Duties in the Event Coverage; and of Accident, Claim, Suit or Loss Condition relative to providing us with documents 2.) Ends at the earliest of: concerning a claim or "suit' will not be Page 6 of 7 Includes copyrighted material of Insurance Services Office, Inc. AC 70 06 03 16 with its permission considered breached unless the breach occurs after such claim or "suit" is known to: (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. X. HIRED CAR— COVERAGE TERRITORY Item (5) of the Policy Period, Coverage Territory General Condition is replaced by the following: (5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed without a driver for a period of 30 days or less; and Y. EMERGENCY LOCKOUT We will reimburse you up to $100 for reasonable expense incurred for the services of a locksmith to gain entry into your covered "auto" subject to these provisions: 1. Your door key, electronic key or key entry pad has been lost, stolen or locked in your COMMERCIAL AUTO AC 70 06 03 16 covered "auto" and you are unable to enter such "auto" , or 2. Your keyless entry device battery dies and you are unable to enter such "auto" as a result, 3. Your key, electronic key or key entry pad has been lost or stolen and you have changed the lock to prevent an unauthorized entry; and 4. Original copies of receipts for services of a locksmith must be provided before reimbursement is payable. Z. CANCELLATION CONDITION Paragraph A.2. of the COMMON POLICY CONDITION — CANCELLATION applies except as follows: If we cancel for any reason other than nonpay- ment of premium, we will mail or deliver to the First Named Insured written notice of cancella- tion at least 60 days before the effective date of cancellation. This provision does not apply in those states that require more than 60 days prior notice of cancellation. AC 70 06 03 16 Includes copyrighted material of Insurance Services Office, Inc. Page 7 of 7 with its permission RETURN TO: PW ADMIN EXT: 2700 ID #: 4022 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIv: PUBLIC WORKS / Environmental Services 2. 3. ORIGINATING STAFF PERSON: Rebecca KOvar EXT: 2761 3. DATE REQ. BY: TYPE OF DOCUMENT (CHECK ONE): p CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION EI CONTRACT AMENDMENT (AG#): 21-023 ❑ INTERLOCAL ❑ OTHER 4. PROJECTNAME. SWM VACTOR AND INFRASTRUCTURE MAINTENANCE SERVICES 5. NAME OF CONTRACTOR: Action Services Corporation ADDRESS: PO Box 4339 Bremerton WA 98312 TELEPHONE: 800-697-1000 E-MAIL: t0nVM5. etactianservices.com FAX: 360-373-9711 SIGNATURE NAME: Tony Sandefur TITLE:. President 6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # BL, EXP. 12/31/ UBI # _ , EXP. 7. TERM: COMMENCEMENT DATE: TB D 1'7�� COMPLETION DATE: 12/31 /2022 8. TOTAL COMPENSATION: $ No change, remains $362,585.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: 13 YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: 13 YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: N/a 9. DOCUMENT / CONTRACT REVIEW d PROJECT MANAGER d DIVISION MANAGER I DEPUTY DIRECTOR DIRECTOR RISK MANAGEMENT (IF APPLICABLE) LAW DEPT 10. COUNCIL APPROVAL (IF APPLICABLE) 11. CONTRACT SIGNATURE ROUTING INITIAL / DATE REVIEWED RR Kovar 11/22/2021 RVO 11 /30/2021 DSW 11/30121 DSW 1212/21 12/1/2021 MP SCHEDULED COMMITTEE DATE: SCHEDULED COUNCIL DATE: INITIAL / DATE APPROVED COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 8 SENT TO VENDOR/CONTRACTOR DATE SENT: 12/09/21 DATE REC' D: 12/20/21 ❑ 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 ❑ FINANCE DEPARTMENT S LAW DEPT 6 SIGNATORY (MAYOR OR DIRECTOR) 6 CITY CLERK ❑ ASSIGNED AG # ❑ SIGNED COPY RETURNED U Z1 8'o Z1 AG ) -b;),I DATE SENT: Q. 9,9 - I COMMENTS: EXECUTE " 2 " ORIGiNALS Original Contract Term Expires 12/31/21. Please expedite review process so amendment can be completed before year end. 1/2020 CITY OF CITY HALL Federal Wa Feder 8th Avenue South Federal Way. WA 98003-6325 on (253) 835-7000 www ct"ffederalway com AMENDMENT NO. 1 TO PUBLIC WORKS MAINTENANCE AGREEMENT FOR SWM VACTOR AND INFRASTRUCTURE MAINTENANCE SERVICES This Amendment ("Amendment No. I") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Action Services Corporation, a Washington corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for SWM Vactor and Infrastructure Maintenance Services ("Agreement") dated effective March 9, 2021 as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than December 31, 2022 ("Amended Term"). 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT � 1 - 12/2021 CITY OF CITY HALL 4 33325 ra Wa Feder 8th Avenue South Federal Way. WA 98003-6325 .� Fedey (253) 835-7000 www. cityotiederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: DATE: ACTION SERVICES CORPORATION: ame: Tony Sandefur Title: President DATE: 12/13/2021 STATE OF WASHINGTON ) ) ss. COUNTY OF.-j,4,',Jscp ATTEST: *A�� "�� Vph nie Courtney. CMC, C ty Clerk Ar ED AS TO -ORM: Ryan Call, City Attorn On this day personally appeared before me -7—o n, j , to me known to be the _PceS C\ of RcA\av, Se-yv, ys Gor ens-a =. ar that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this ! 31� day of , 20 �L1 �pA AC[r111ir�� r PUBG►G +QF�W 11�,;tit AMENDMENT Notary's signature Notary's printed namec��ou.r�. e.w' Notary Public in and for the State of Washington. My commission expires 9/ 1 o / g y _2_ 12/2021 DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 11/2912021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONNAME.' CT Lisa Langton _ Northwest Insurance Grouup PHONE 2069322500 Ro: 2069332006 5431 B California Ave SW a4Mess: lisa@nyWnsgroup.com Seattle, WA 98136 INSURERISI AFFORDING COVERAGE NAIC # INSURER A : INSURED INSURER B : Resource Stewards, LLC INSURERC: PO Box 46328 INSURER D . Seattle, WA 98146 INSURER E: INSURER F rnVFRAr,FC rFRTIFICATF NIIMRFR• nnn17AR7_7R13Q1 RFVISIAN NIIMRFRt R 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. 06LLTR TYPE OF INSURANCE INSD WVD POLICY NUMBER 10mPOLICY) r LIMITS A x COMMERCIAL GENERAL LIABILITY Y Y BZ056444532 10/06/2021 10/06/2022 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE 7XJ OCCUR DAMAGE TO RENTED PREMISES a occuaence $ 1,000,000 MED EXP (Any one person) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 ]� POLICY ❑ MOT LOC PRODUCTS - COMP/OP AGG $ 2,000,000 $ OTHER, AUTOMOBILE LIABILITY COMa acsJBINED SINGLE LIMITdenl E $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY _ AUTOS HIRED NON -OWNED AUTOS ONLY AUTOS ONLY BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR HCLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB DED RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE PER OTH- STATUTE ER E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ N / A (Mandatory in NH) E.L. DISEASE - EA EMPLOYE $ _ E.L DISEASE -POLICY LIMIT If yes, describe under OF OPERATIONS below $ `DESCRIPTION f DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) Certificate Holder is added as Additional Insured for work performed by the Named Insured on the Certificate Holder's behalf. l'CMTICIr`ATC Ur11 r1CO replf_FI I ATIn NI SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Federal Way THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 33325 8th Avenue South AUTHORIZED REPRESENTATIVE, Federal Way, WA 98003-6325 L (LLL) U 19UU-1U75 AI;(JHL) t.;UKFOKAI IUN. Au ngnts reservea. ❑C'f-1RR 7+S f7fl�RlflZ1 Tho A(`nRrl nmma 2nel Inn^ nro rnniefererl mnr4c of Arr)pn r),snfari by I I I nn 11/90/9(191 f ln-A7GM 11/22/21, 12:11 PM Corporations and Charities System BUSINESS INFORMATION Business Name: ACTION SERVICES CORPORATION UBI Number: 601 402 893 Business Type: WA PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 1740 NE RIDDELL RD STE 120, BREMERTON, WA, 98310-3655, UNITED STATES Principal Office Mailing Address: PO BOX 4339, BREMERTON, WA, 98312-0339, UNITED STATES Expiration Date: 07/31/2022 Jurisdiction: UNITED STATES, WASHINGTON Formation/ Registration Date: 07/23/1992 Period of Duration: PERPETUAL Inactive Date: Nature of Business: OTHER SERVICES, SERVICE REGISTERED AGENT INFORMATION Registered Agent Name: TONY D SANDEFUR Street Address: 1740 NE RIDDELL RD # 120, BREMERTON, WA, 98310-0000, UNITED STATES Mailing Address: PO BOX 4339, BREMERTON, WA, 98312-0000, UNITED STATES GOVERNORS Title GOVERNOR Governors Type INDIVIDUAL Entity Name First Name ANTHONY Last Name SANDEFUR https:/Iccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 1 /1 11/22/21, 12:13 PM Washington State Department of Revenue Washington State Department of Revenue < Business Lookup License Information: Entity name: ACTION SERVICES CORPORATION Business ACTION SERVICES CORPORATION name: Entity type: Profit Corporation UBI #: 601-402-893 Business ID: 001 Location ID: 0001 Location: Active Location address: 1740 NE RIDDELL RD STE 120 BREMERTON WA 98310-3655 Mailing address: PO BOX 4339 BREMERTON WA 98312-0339 Excise tax and reseller permit status: Click here Secretary of State status: Click here Endorsements Endorsements held a License # Count Details M. New search Back to results Status Expiration First issua https://secure.dor.wa.gov/gteunauth/_/#7 1 /3 11/22/21, 12:13 PM Washington State Department of Revenue Endorsements held a License # Count Details Status Expiratioi First issua Bainbridge Island 41421 Active Jul-31-20,* Oct-04-2( General Business Bremerton General 13843 Active Dec-31-21 Nov-16-1 Business - Non - Resident Federal Way 10-1000& Active Jul-31-20, Jan-08-2C General Business - Non -Resident Fife General Active Dec-31-21 Dec-18-21 Business - Non - Resident Lacey General 29540 Active Jul-31-20, Jun-09-2( Business - Non - Resident Olympia General 22368 Active Jul-31-20, Jun-01-2( Business - Non - Resident Port Orchard B000781 Active Jul-31-20, May-04-2 General Business - Non -Resident Poulsbo General 840 Active Jul-31-20; Jan-27-2C Business - Non - Resident Governing People May include governing people not registered with Secretary of State Governing people SANDEFUR, ANTHONY hftps://secure.dor.wa.gov/gteunauth/—/#7 i 2/3 11 /22/21, 12:13 PM Washington State Department of Revenue The Business Lookup information is updated nightly. Search date and time: 11/22/2021 12:12:54 PM Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported hftps://secure.dor.wa.gov/gteunauth/—/#7 3/3 RETURN TO: PW ADMIN EXT: 2700 ID #: 3874 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATINGDEPT/DIV: PUBLIcwoRKs/Surface Water Management(SWM) .2. ORIGINATING STAFF PERSON: Theresa Trlurlow EXT: 2750 3. DATE REQ. R)r-. Feb 16, 2021 ,3. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ® PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ® MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL ❑ OTHER 4. PROJECT NAME: SWM Vactor and Infrastructure Maintenance Services 5. NAME OF CONTRACTOR: Action Services Corporation ADDRESS: P❑ Box 4339, Bremerton, WA 98312 TELEPHONE: 800-697-1000 E-MAIL: tonymUeetactionservices.com FAX: 360- SIGNATURENAME: Tony Sandefur T[nE. President 6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE 0 ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # BL, EXP. 12/31/ UBI # EXP. 7. TERM: COMMENCEMENT DATE: contract signed COMPLETION DATE: December 31, 2021 8. TOTAL COMPENSATION: $ 362 585.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: El YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ 10.000 IS SALES TAX OWED: d YES ❑ NO IF YES, $ 10, 000 PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: D RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED n PURCHASING: PLEASE CHARGE TO: 401-3100-640-542-45-480 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER A DIVISION MANAGER ggt 02.02.21 8 DEPUTY DIRECTOR DSw 2i4n1 A DIRECTOR --- ❑ RISK MANAGEMENT (IF APPLICABLE) 6 LAW DEPT ER 2/10/21 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: Feb 1, 2021 COMMITTEE APPROVAL DATE: Feb 1, 2021 SCHEDULED COUNCIL DATE: Feb 16,2021 COUNCIL APPROVAL DATE: Feb 16, 2021 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 2/17/21 DATE REC' D: 3/2/21 ❑ 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 ❑ FINANCE DEPARTMENT A LAW DEPT 3 L Z A SIGNATORY (MAYOR OR DIRECTOR) 6 CITY CLERK00 d ASSIGNED AG # A 3 ❑ SIGNED COPY RETURNED DATE SENT: COMMENTS: EXECUTE " - ORIGINALS Does should be reviewed by law prior to LUTC. 112020 CITY OF CITY HALL 33325 8th Avenue South &�,� Federal Way, WA 98003-6325 Fe d e ra l Way (253) 835-7000 www cityoffederalway com PUBLIC WORKS MAINTENANCE AGREEMENT FOR SWM VACTOR AND INFRASTRUCTURE MAINTENANCE SERVICES This Public Works Maintenance Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Action Services Corporation, a Washington corporation ("Contractor"). The City and Contractor (together "Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: ACTION SERVICES CORPORATION: Tony Sandefur, President PO Box 4339 Bremerton, WA 98312 (800) 697-1000 (telephone) (360) 373-9711 (facsimile) com The Parties agree as follows: CITY OF FEDERAL WAY: Theresa Thurlow 33325 8th Ave. S. Federal Way, WA 98003-6325 (253) 835-2750 (telephone) (253) 835-2709 (facsimile) theresa.thurlowgcityoffederalway. com 1. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall be the date of mutual execution, and shall continue until December 31, 2021("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Contractor. 2. WORK. 2.1 Work. The Contractor shall provide goods, materials or services and otherwise perform the work more specifically described in Exhibit "A", attached hereto and incorporated by this reference ("Work"), performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. 2.2 Warranties. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Work and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. The Contractor warrants it will provide services in a manner consistent with the accepted practices for other similar services within the Puget Sound region in effect at the time those services are performed. The Contractor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Contractor's representations to City. The Contractor shall, at its sole cost and expense, correct all Work performed 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. This Agreement is subject to all warranty provisions established under the Uniform Commercial Code, Title 62A RCW. In the event any part of the goods are repaired, only original replacement parts shall be used —rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by the City. The Contractor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Contractor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Contractor shall pay all costs incurred by the City in order to accomplish the correction. PW MAINTENANCE AGREEMENT - 1 - Rev. 4/2017 CITY OF CITY HALL �._. Federal Federal 'I!1lay F8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com 2.3 Time Documentation and Ins ection. Work shall begin immediately upon the effective date of this Agreement. Work shall be subject, at all times, to observation and inspection by and with approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Work in accordance with this Contract, notwithstanding the City's knowledge of defective or non -complying performance, its substantiality or the ease of its discovery. 2.4 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. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. The City may terminate this Agreement immediately if the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12 and may result in ineligibility for further City agreements. 4. COMPENSATION. 4.1 Amount. In return for the Work, the City shall pay the Contractor an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit "B", attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit "B", the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 4.2 Method of Payment. On a monthly basis, the Contractor shall submit a voucher or invoice in the form specified by the City, including a description of what Work have been performed, the name of the personnel performing such Work, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final bill upon completion of all Work. Payment shall be made on a monthly basis by the City only after the Work has been performed and within thirty (30) days after receipt and approval by the appropriate City representative of the voucher or invoice. If the Work does not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 4.3 Defective or Unauthorized Work. If any goods, materials, or services provided under this Agreement are either defective, unauthorized, or otherwise do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement and the City reserves the right to withhold payment from the Contractor until the goods, materials, or services are acceptable to the City. If Contractor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and Contractor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Contractor. 4.4 Non -Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Work or amounts PW MAINTENANCE AGREEMENT - 2 - Rev. 4/2017 CITY OF CITY HALL *S, Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Work for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 4.5 Final Payment: Waiver of Claims. Contractor's acceptance of final payment shall constitute a waiver of any and all claims, except those previously and properly made and identified by Contractor as unsettled at the time request for final payment is made. 4.6 Bond. Pursuant to RCW 39.08 and RCW 60.28, Contractor shall post a bond in favor of the City, in the form attached to this Agreement as Exhibit "C" 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; to insure payment of Contractor's state sales tax; and to guarantee Contractor's payment of all laborers, mechanics, subcontractors and material persons. Contractor's obligations under this Agreement shall not be limited to the dollar amount of the bond. The bond shall not be released until the City has received all applicable documentation from the state and all outstanding claims filed pursuant to RCW 39.08 and RCW 60.28 have been resolved. 5. INDEMNIFICATION. 5.1 Contractor Indemnification. The Contractor agrees to release indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives, arising from, resulting from, or in connection with this Agreement or the performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. Contractor shall ensure that each sub -contractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties further acknowledge that they have mutually negotiated this waiver. 5.3 City Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub- contractors harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or PW MAINTENANCE AGREEMENT - 3 - Rev. 4/2017 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor, their agents, representatives, employees or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: 6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products -completed operations, stop gap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $1,000,000 for each occurrence and $2,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; C. Automobile liability insurance covering all owned, non -owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. 6.2. No Limit of Liability. Contractor's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 6.3. Additional Insured, Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit "D" and incorporated by this reference. At City's request, Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Contractor's insurance policies are "claims made," Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is actually terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for immediate termination. The Contractor will fully cooperate with the City in identifying and assembling records in case of any public disclosure request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media or material which may be produced or modified by Contractor while performing the Work shall belong to the City upon delivery. The Contractor shall delivery all needed or contracted for work project upon demand. All records submitted by the City to the Contractor will be safeguarded by the Contractor. Contractor shall make such data, documents, and files available to the City PW MAINTENANCE AGREEMENT - 4 - Rev. 4/2017 CITY OF , . Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoii`ederalway com upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Contractor shall be delivered to the City. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Work and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. 10. INDEPENDENT CONTRACTOR / EMPLOYEE CONDITIONS. 10.1 Independence. The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor sick leave, vacation pay or any other benefit of employment, nor to pay any social security, income, or other tax which may arise as an incident of employment, except as specifically provided in Section 4. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contractor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Contractor's failure to do so. 10.2 Safety. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors at the work site and in the performance of the contract work and shall utilize all protection necessary for that purpose. Contractor 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 site 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 performance 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 10.3 Risk of Work. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. 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. Even though Contractor is an independent contractor, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion 10.4 Prevailing Wages. 10.4.1 Wanes of Employees. This Agreement is subject to the minimum wage requirements of Chapter 39.12 of the Revised Code of Washington, as now existing or hereafter amended or supplemented. PW MAINTENANCE AGREEMENT - 5 - Rev. 4/2017 ` Am Federal Way Feder clrr OF CITY HALL 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www utyotfederalway com In the payment of hourly wages and fringe benefits to be paid to any of Contractor's laborers, workers 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 current "prevailing rates of wage" are attached hereto as Exhibit "E" and incorporated herein by this reference. Prevailing wages paid pursuant to this Agreement shall be the prevailing wage rates that are in effect on the date when the bids, proposals, or quotes were required to be submitted to the City. 10.4.2 Agreements Exceeding One Year. Pursuant to WAC 296-127-023, or hereafter amended, the City agrees to pay any increase in the current prevailing wages if and when this Contract is extended provided that the term of the Contract exceeds one year. The City further agrees to pay the current prevailing wages at the time of additional yearly extensions, and the Contractor agrees to pay its employees the increased prevailing wage. 10.4.3 Exemptions to Prevailing Wade,. The prevailing wage requirements of Chapter 39.12 RCW, and as required in this Agreement do not apply to: Sole owners and their spouses; any partner who owns at least 30% of a partnership; the President, Vice President and Treasurer of a corporation if each one owns at least 30% of the corporation. 10.4.4 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 Agreement, 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. 10.4.5 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. 11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional services during the Term for other parties; however, such performance of other services shall not conflict with or interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection, negotiation, drafting, signing, administration, or evaluating the Contractor's performance. 12. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, 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 PW MAINTENANCE AGREEMENT - 6 - Rev. 4/2017 CITY OF CITY HALL V 33325 8th Aye South Federal Way Federal Way. WA 98003-6325 (253) 835-7000 www cityofTederalway com 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. 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 agreements. If this project involves federal funds including USDOT funds administered by WSDOT, the contractor agrees to the clauses contained in Exhibit F. 13. GENERAL PROVISIONS. 13.1 1 nterpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any Exhibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. No provision of this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. 13.2 Assignment and Beneficiaries.. Neither the Contractor nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non -assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 13.3 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence in this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. PW MAINTENANCE AGREEMENT - 7 - Rev. 4/2017 CITY OF CITY HALL FederaWay a 8th Avenue South Feder Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederafway com Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, however nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] PW MAINTENANCE AGREEMENT - 8 - Rev. 4/2017 4! CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www.cr[yoffederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: • Jim ell,Mayor DATE: 05A 4;�, ACTION SERVICES CORPORATION: By: Printed.Name: Tony Sandefur Title: President DATE: February 18, 2021 STATE OF WASHINGTON ) ) ss. COUNTY OF Kitsap ) ATTEST: St4halnie Courtney, CM(C' Clerk APPROVED AS TO FORM: �0 v T Ryan Call, City Attorney j On this day personally appeared before me Tony Sandefur , to me known to be the President of Action Services Corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 18th day of February , 2021. �01111111jgr11 SNFIA AC ry��r4 Gi��.,�� Notary's signature 6CA cL� ., "•,� Notary's printed name Barbara Acuna oxa�Y Notary Public in and for the State of Washington. U B L PUBLICMy commission expires September 10, 2024 PW MAINTENANCE AGREEMENT - 9 - Rev. 4/2017 CITY or - Federal Description of Work: CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederatway com EXHIBIT "A" SERVICES 1. Contractor shall perform all work and furnish all tools, materials, supplies, equipment, labor and other items incidental thereto necessary to provide cleaning, maintenance, video and visual inspection services on City storm drain systems. Work shall include disposal of decant liquid and collected solids/spoils with all waste to be disposed of at an approved, licensed disposal facility on a daily basis (except when the equipment waste tank is not full and the contractor will be continuing work for the City immediately the next day or services are performed outside of disposal facility hours). All work shall be in a manner consistent with the accepted practices for other properly licensed contractor's Work, in accordance with and as described in Section 2 (pp. 20-25), 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 Public Works Director or his/her designee. Contractor shall perform services as directed by work orders. Each work order will identify a package of the Work including the type of services needed and the location of services. 2. Storm Drain Systems include Type I, Type 1 L, and Type II catchbasins, manholes, retention/detention (R/D) facilities, pipes, culverts, and any other infrastructure included as part of the City's municipal separate storm sewer system (MS4). 3. Annual arterial and collector CB/MH cleaning Selected storm drain structures located along Pacific Highway South and major arterials within the City will be cleaned as well as selected catchbasins within collector roads. For annual arterial and collector CB/MH cleaning, the City will provide access to ArcCollector web -based data and maps identifying the CB/MHs to be cleaned. The Contractor will be required to purchase and utilize a mobile device such as a Smartphone or a Tablet that can download and run ArcCollector. The Contractor will be required to acquire an ArcCollector account and log in. The Contractor will be required to have a data subscription service that can access the City's ArcCollector web -based data and maps from any location within the City. The City will provide access to the ArcCollector web -based data and maps with instructions on how to access CB/MHs to be cleaned, how to toggle icons on the maps to identify which CB/MHs have been cleaned, and how to load any inspection comments within ArcCollector. An example of the 2020 ArcCollector Maps are provided as Exhibit G. 4. Cleaning, Inspection, Disposal, and Decant Standards and Procedures When cleaning catchbasin and manhole structures, the Contractor shall first remove all debris from the bottom of the structure. It may then be necessary to flush down the sides of the structure with a high-pressure hose to remove all remaining debris. Any debris flushed off during this operation must be removed and not allowed to enter the incoming or outgoing storm drain lines. After cleaning the storm drain structure, the Contractor shall check to see if there is any damage to the storm drain system or blockages to the inflow or outflow storm drain lines. If the inflow or outflow storm drain lines are blocked or contain a significant amount of solids and require cleaning or is damaged, the Contractor shall report this information to the City, on the same day that was encountered, for future cleaning or repair. The contractor shall note any differences between the plans provided and the as -built condition on the form provided by the City. Inspections shall be recorded and submitted with daily reports in an excel spreadsheet. PW MAINTENANCE AGREEMENT - 10 - Rev. 4/2017 CITY OF �L Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www crtyoflederahvay com 5. Storm drain lines and culverts shall only be cleaned upon verification of the need by the Contractor and authorization to proceed by the City. Typically cleaning will occur if debris covers more than 1/4 of the interior pipe height. Once authorized, the Contractor shall begin at the downstream (low end) storm drain structure or culvert end and perform jet rodding from the low end to the upper end removing solids and debris from the storm drain line or culvert. This procedure should be continued until all of the solids and debris are removed from the storm drain line or culvert. Once the storm drain line or culvert is clear of all solids and debris, the deposited solids and debris shall be vacuumed from the storm drain structure sump or culvert end. The removal of the solids and debris from the storm drain structure sump or culvert end can, and often is, vacuumed at the same time the jet rodding is being performed. 6. When tree roots are encountered in the storm drain line or culvert and cannot be cleared utilizing the jet rodding operation, the Contractor shall utilize standard root cutting equipment to clear the storm drain line or culvert. The Contractor shall ensure that trucks dispatched for pipe and/or culvert cleaning include standard root cutting equipment in operational condition at all times. Pipe cleared utilizing the jet rodding equipment shall be paid per Bid Item No. 4, per linear foot. Storm drain lines or culverts that require root cutting equipment shall be paid at an hourly rate from the point impacted roots are encountered. Contractor must notify the City's representative when switching from standard jet rodding operation to root cutting equipment to clear the storm drain line or culvert. The Contractor shall track the asset ID, location of impacted roots within the storm drain line and/or culvert, and hours required to clear impacted roots as a separate line item for invoicing. Failure to notify the City's representative of the switch to root cutting equipment may delay payment for cleaning of subject asset 7. Due to the various types and configurations of underground R/D facilities, the Contractor will be responsible to develop a maintenance plan and procedures list for cleaning R/D Facilities on a case -by -case basis. The City will provide to the extent possible R/D facility plans and records to assist the Contractor in developing a maintenance plan and procedures list. 8. The Contractor shall deliver solids/spoils waste generated by the vacuum/jet rodding operation to a disposal site approved by, and in compliance with, the disposal requirements of the Washington State Department of Ecology and any other federal, State, or local agency or department with jurisdiction. The Contractor shall deliver liquid decant waste generated by the vacuum/jet rodding operation to a disposal site approved by, and in compliance with, the disposal requirements of the Washington State Department of Ecology and any other federal, state, or local agency or department with jurisdiction. 9. In the event, during normal drainage infrastructure cleaning or vacuum/jet rodding operation, the Contractor encounters/collects hazardous liquid decant and/or hazardous solids/spoils wastes, or other waste not usually encountered during the cleaning of storm water drainage infrastructure, the Contractor shall immediately notify the SWM Maintenance Supervisor or his designee and it shall be noted within the daily log the time/date and name for the notification and who it was reported to. Notification must be made prior to proper disposal and all expenses related to the disposal of hazardous liquid decant and/or hazardous solids/spoils, and hazardous material disposal will be tracked and all invoices/receipts will be provided at time of invoicing. NOTE: The City maintains a separate contract for the identification and disposal of hazardous liquids and/or hazardous solids/spoils/waste and it is not the intent of this contract to provide those services. However, the City acknowledges Contractor may encounter hazardous liquids and/or hazardous solids/spoils, and hazardous material during catch basin cleaning. PW MAINTENANCE AGREEMENT - 11 - Rev. 4/2017 ` CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederahvay com 10. Traffic Control — In relation to bid Items No. 1 and No. 2: The Contractor shall provide traffic control for services related to unit price items No. 1, Cleaning of Type I and Type IL Catchbasins, and No. 2, Cleaning of Type II Catchbasins and Manholes 48" or greater. Traffic control will not be paid separately for these bid items and should be included within the unit price items for No. 1 and No. 2. The City of Federal Way requires adherence to Washington State Department of Transportation Standard Plans and the U. S. Department of Transportation Federal Highway Administration's Manual on Uniform Traffic Control Devices MUTCD) for Streets and Highways. Contractor trucks shall be equipped with a sequential arrow board when working in multi -lane roads. See the U. S. Department of Transportation Federal Highway Administration's MUTCD Part 6, Chapter 6H, Typical Applications, for greater detail. The Contractor will be required to apply for a right of way (ROW) permit for all work within the ROW. The ROW fee will be waived by the City for Circuit and Arterial Catchbasin cleaning. 11. Traffic Control To the extent possible, the City of Federal Way will provide Traffic Control, in accordance with regulatory requirements, for services related to Bid Items No. 3, 4, 5, and 6. However, there may be operational demands that precludes the use of City provided traffic control services. When such an instance occurs, the contractor shall not be delayed in providing scheduled services to the City and shall provide the necessary traffic control for scheduled work. To this end, the Contractor shall provide three working days advance notification to the SWM Maintenance Supervisor or his/her designee when scheduled work includes bid items No. 3, 4, 5, and 6. The City shall inform the Contractor within one working day of this notification as to whether traffic control support is available. If traffic control support by the City is not available, it shall be provided by the Contractor in accordance with all traffic control requirements as outlined in Section 10 of Exhibit "A" — Services. 12. Right -of -Way Permit The City of Federal Way will require a Right -of -Way Permit (ROW) which will be provided by the City at no charge. Contractor shall apply for a ROW Permit within two (2) working days of receipt of Notice to Proceed. 13. Response Times: For all unscheduled maintenance Services, Contractor agrees to provide Services within twenty-four (24) hours after receiving an emailed Work Order from the City. Scheduled maintenance Services will be issued a Work Order with `start no later than' and `finish no later than' dates provided. In the event of an emergency, as determined by the City, Contractor agrees to respond with a vactor truck and driver on site within two (2) hours of receiving telephone notice from the City to proceed. The City shall have priority over non -contract customers. 14. Reports/Records/Logs: The Contractor shall maintain accurate records of the Services performed on the storm drain system and of the sites utilized for disposal of the collected liquid wastewater and solid materials on a Microsoft Excel spreadsheet, an example is attached hereto as Appendix A (Storm Cleaning Daily Log) and incorporated herein by this reference. At a minimum, these records shall show the number of storm drain structures cleaned, their associated inventory asset I.D. number (if known), linear feet, linear feet of storm drain lines/culverts cleaned, hours required to cut root impacted storm drain lines/culverts and name of City representative that authorized change to root impacted cleaning on a per hour basis, hours required to clean underground R/ D facilities, dates and times of disposal, total tonnage of solid material and gallons of liquid wastewater per load, total tonnage and gallons per day, name and location of the disposal sites used, and the name of the street or storm drainage PW MAINTENANCE AGREEMENT - 12 - Rev. 4/2017 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com system where the Services were performed. The Contractor shall provide documentation (e.g., scale tickets/trip tickets/receipts) of disposal of all waste products to the City prior to receiving payment for said disposal. The Contractor shall produce a written report for each day worked and email report no later than five (5) business days after completion of daily work to SWM Maintenance Supervisor. Work will not be considered complete without submission of all required reports/records/logs. Reports/records/logs must be up to date and submitted prior to receiving payment for completed work. Whenever the vactor waste tank is not empty upon arriving to perform services; before commencing work, the contractor shall list the amount, type and source of pre-existing waste material in the Storm Cleaning Daily Log and provide record keeping documentation to verify that the City was not charged for disposing of said pre- existing material. Emergency/Special vacuum/jet rodding services must show the name of the person requesting the service as well as the date and time of the request. 15. Water Usage and hydrant meter permit: The Contractor shall be responsible for obtaining and paying for a hydrant meter permit from a local water district in order to utilize district approved hydrants. The contractor shall apply for a permit that allows the use of a minimum of three hydrants throughout the service area. The contractor is responsible for all fees, water usage charges, and penalties incurred under this contract. 16. Invoices and Incidental Costs: Invoices shall be submitted to the City no later than 15 business days after completion of each work order. For large work orders encompassing many weeks, the Contractor is required to submit invoices at minimum every other week. Weekly invoices are encouraged. The Contractor is responsible for all incidental costs resulting from performing the work of bid items No. through 11. The Contractor will be compensated at the agreed unit price only. 17. Employees: Vacuum truck driver/operator must possess a valid CDL class "A" license with a tanker endorsement for all Services provided within the City. The City requires the Contractor to perform services and complete tasks in a timely manner. How this is accomplished is up to the Contractor. All of Contractor's employees and agents who participate in the performance of the Services shall be competent and skilled in the performance of such work. It is expected that certain tasks will require more employees than others, based on safety and traffic control regulations, and the Contractor agrees to provide an adequate number of such employees in order to provide the Services. Contractor shall require all employees to be courteous at all times to the public, to perform their work as quietly as possible and to be neat in appearance. 18. The Contractor and its employees shall follow all appropriate confined entry procedures before entering any underground Retention/Detention (R/D) Facilities. The Contractor is responsible for training all drivers and operators on confined space entry. All trucks dispatched to the City will include confined space entry equipment as needed to meet OSHA standards. PW MAINTENANCE AGREEMENT - 13 - Rev. 4/2017 CITY OF At Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003-6325 (253) 835-7000 www cilyoffederafway com 19. Equipment: The City has determined that a minimum of three vacuum/jet rodding trucks are required to meet the City's S WM maintenance needs. The equipment required for performance of this Contract shall be standard vacuum/jet rodding trucks that operate on the vacuum principle for the removal of solids and must have sufficient 1" minimum inlet diameter hose with water pressure and capability of jet rodding storm drain lines and culverts and removing solids/debris in a single operation for a distance of at least 400 feet from said equipment. Trucks and vactor unit shall not be more than five (5) years old at the start of the contract term. Trucks shall have: 1) A 10 cubic yard minimum solid waste capacity; 2) a 750-gallon minimum fresh water capacity; 3) and a 2,000 psi/60 GPM minimum pump capacity. At a minimum the following jet cleaning nozzle types shall be provided: 1) Standard forward -facing jet; 2) rotating chain flail head and root cutters in at least 8" thru 18" sizes; 3) and a 1" inlet diameter rotating multi -nozzle head. All equipment shall be maintained in good working condition and repair, operating at the original manufacturer's specifications, and equipped with proper warning lights. The acceptability of Contractor's vacuum/jet rodding trucks for the City's needs under this Contract shall be subject to the approval or disapproval of the Public Works Director or his/her designee. Vacuum/jet rodding vehicles shall be numbered and shall have the Contractor's name, and vehicle number painted on each side and on the back of each vehicle. Lettering and numbers shall be legible and readable by-passing motorists or pedestrians. No advertising shall be permitted other than the name of the Contractor. All trucks shall have on hand supplies necessary to clean up illicit discharges such as leaking fluids from the vactor unit. 20. Post jetting Video Inspection — Bid Item No. 11 At the direction of the Public Works Director or his/her designee, the Contractor shall provide post jetting video of the continuous run of pipe after cleaning. Not all jetting will require post video inspection. Post jetting Video Inspection Service needs will be identified with the Work Order for pipe/culvert cleaning. Pipes with blockages or defects that cannot be cleared shall be video inspected from each end of the system. Defects must be easily located by City staff when reviewing the video results. Post -jetting video inspection not meeting contract standards outlined in Items 20 and 21 will be deemed incomplete. 21. Post jetting Video Quality The television camera and lighting used for the inspection shall be a quality suitable for a clear, in -focus picture of a minimum of six lineal feet of the entire inside periphery of the pipeline. Continuously displayed on the video recording shall be the date of the survey, a continuous forward footage read-out of the camera distance from the manhole or catch basin of reference, and the reference number of the structure form which the taping is originating. The travel speed of the camera shall be uniform and shall not exceed 25 feet per minute. The cameral shall be capable of full 360-degree pan and tilt inspection and the picture must be in color. A self- propelled camera may be necessary to obtain required video quality. The camera will have the ability to be stopped, or backed up, for panning the interior wall at a 15 second delay to analyze conditions that appear unusual or uncommon. The picture at all times will be free of debris, cobwebs, and electronic interference. PW MAINTENANCE AGREEMENT - 14 - Rev. 4/2017 ` CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com The Contractor shall provide a clear stable image of the resolutions specified. While not all post jetting video will require a wheeled vehicle for camera mobility, the Contractor must have a wheeled vehicle camera system. The Contractor shall provide video results in a DVD format. Contractor must have digital capabilities using a MPEG 1 format (or equivalent). All MPEG files will also have a reference number shown on written reports for easy retrieval of defects. The audio portion of the composite signal shall be sufficiently free from electrical interference and background noise to provide complete intelligibility of the oral report. 22. Video and Report The defects noted during post jetting video inspections services will be listed by structure and grid number and include the distance away from the structure, a verbal description of said defect, and the severity ranking. The structure and grid number are obtained from inventory maps provided by the City. Defects must be easily located by City staff when reviewing the video results. In the event the video operator observes conditions posing imminent failure of a pipeline, a snap shot of the defect shall be taken and the City will be notified immediately. Audio reports shall be recorded on video by the operation technician as they are being produced and shall include the location of the pipeline, numbers of the manholes or catch basins involved, direction of travel, pipe dimension, materials, and description of the pipelines as they are encountered. A title page will be shown on the video screen at the beginning of each pipe run. The title page will include the location of the pipeline, numbers of the manholes or catch basins involved, direction of travel, pipe dimensions, and pipe material. A written report will be prepared for each separate pipe run (structure to structure) and will include a title page and the location of each defect recorded in feet from starting structure. The visual and audio records shall become the property of the City upon completion of the project. Video inspection data will be provided to the City in a Microsoft Excel spreadsheet and in a format (data template) defined by the City to assure data compatibility with and transfer data to the City's existing video inspection database. The City currently utilizes Granite Net. 23. General Contract Administration: Responsible management or supervisory persons shall be accessible at or through the Contractor's main office, during normal business hours, so as to assure the required performance under the Contract, to respond to billing or service inquiries by the City's contract administrator or for other information necessary to execution of the contract. Contractor agrees to provide telephones and such personnel as may be necessary to take care of complaints, to receive orders for additional Services or to receive any other instruction. Responsible management or supervisory persons shall be accessible at or through the office, during normal business hours, so as to assure the required performance under the Contract. When the office is closed, a telephone -recording machine or equivalent shall be in operation to receive messages. The Contractor will provide a designated point of contact for emergency response, in the event of an accident or other non -routine operational matters. Each party agrees to designate a key employee who will be the responsible contact person for that party with respect to implementation of the Contract and communication of information necessary for the performance of the Contract. The Contractor shall be obligated to protect all public and private utilities from damage, including all water, sewer, gas, steam or other conduits, all hydrants and all other property that may become damaged by the Services. PW MAINTENANCE AGREEMENT - 15 - Rev. 4/2017 ` CITY OF CITY HALL Federal Wad 8th Avenue South Feder Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com If the Contractor damages, destroys, or interferes with the use of such utility facility, the Contractor shall restore it to the original condition. 24. Completion Date: The Contractor shall complete all work within the time frame identified on each work order. In the absence of a schedule provided on a work order, all work shall be completed within 30 working days of the notice to proceed for a work order. 25. Time: Time is of the essence of the Agreement and each and all of its provisions in which performance is a factor. Delays inconvenience the public and cost taxpayers' undue sums of money, adding time needed for administration, inspection, and supervision. 26. Amendments: Verbal amendments 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. 27. 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 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 determining 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. 28. 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. 29. 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. 30. 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. PW MAINTENANCE AGREEMENT - 16 - Rev. 4/2017 CITY OF Federal Way EXHIBIT "B" COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityotfederahvay com 1. Total Compensation: In return for the Services, the City shall pay the Contractor a total amount not to exceed three hundred sixty-two thousand five hundred eighty-five and 00/100 Dollars ($362,585.00). Contractor Responsible for Taxes: The Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 2. Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor for unit price bid items as follows: Item No. 1: "Cleaning Type I or Type 1 L Storm Catchbasins" The sum of thirty-nine and 00/100 Dollars (39.00), per each. Item No. 2: "Cleaning Type II Catchbasins or Manholes 48" or greater" The sum of fifty-eight and 00/100 Dollars ($58.00), per each. NOTE: While performing work on all of the above per" EACH" items - no hourly payment will be made for travel time to or from waste disposal sites or to or from fresh water tank refilling sites. Payment for EACH items shall include all incidental costs in connection with performing these services including traffic control. ROW permit fees for work done under items No. 1 and No. 2 will be waived by the City. Item No. 3: "Cleaning of Underground Retention/Detention Facilities" The sum of one hundred ninety and 00/100 Dollars ($ 190. 00), per hour. Item No. 4: "Jet Rodding/Pipe Cleaning/ Culvert Cleaning, not root impacted" The sum of two and 00/100 Dollars ($2.00), per linear foot. Item No. 5: "Jet Rodding/Pipe Cleaning/ Culvert Cleaning; Root Impacted Cutting Required" The sum of one hundred ninety-nine and 00/100 Dollars ($ 199.00), per hour. Item No. 6: "Hydro- excavating (Potholing)" The sum of one hundred ninety and 00/100 Dollars ($ 190.00), per hour. Item No. 7: "Traffic Control— infrastructure maintenance other than Bid Items 1- 2" The sum of seventy-five and 00/100 Dollars ($75.00), per hour. Item No. 8: "Emergency Callout" The sum of one hundred ninety and 00/100 Dollars ($ 190. 00), per hour. NOTE: While performing vactor work on per "HOUR" items - hourly payment will be made for travel time to or from waste disposal sites and to or from fresh water tank refilling sites as needed to accomplish the work. Travel time will not be paid to or from company office, equipment yard or other' home' base and to or from the work site. While performing Emergency response services - hourly payment will be made from the point where the truck responded to a call not to exceed 1 hour of travel time to one hour after the truck leaves the work site. When responding to an emergency callout outside the normal operating hours of waste disposal facilities, and PW MAINTENANCE AGREEMENT - 17 - Rev. 4/2017 ` CITY OF CITY HALL Federal � �� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www dryoflederalway com waste cannot be disposed of, or does not need to be disposed of after hours, payment for travel time to dispose of waste during normal business hours shall be made at the standard hourly rates. Item No. 9: "Disposal of Vacuumed Solids/Spoils" The sum of one hundred five and 00/100 Dollars ($ 105.00), per ton. NOTE- Payment for Item No. 9 " Disposal of Vacuumed Solids/ Spoils" Weight after decant of liquids. Item No. 10: "Disposal of Liquid Decant" The sum of 31/100 Dollars ($.31), per gallon. NOTE- Payment for Items No. 10 "Disposal of Vacuumed Solids/ Spoils" and No. 9 "Disposal of Liquid Decant" shall include all permits and all other incidental costs associated with performing these Services. Item No. 11: "Drainage Infrastructure Video Inspection" The sum of two and 00/100 dollars ($2.00) Reimbursable Expenses: The actual expenses incurred by Contractor in performing disposal of hazardous liquids and/or hazardous solids/spoils or hazardous material; provided, however, that notification in accordance with Exhibit A, Section 9, is provided and that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed ten thousand and 00/100 Dollars ($ 10,000. 00). PW MAINTENANCE AGREEMENT - 18 - Rev. 4/2017 CITY of CITY HALL Federal Wa Feder 8th Avenue South Federal Way, WA 98003-6325 (253)835-7000 www crryoflederahvay. com EXHIBIT "C" Bond No. 7901059744 Term: 2/19/21 to 12/31/21 CITY OF FEDERAL WAY PERFORMANCE/PAYMENT/RETAINAGE BOND KNOW ALL PEOPLE BY THESE PRESENTS: We, the undersigned Action Services Corporation ("Principal") and Nationwide Mutual Insurance Company , the undersigned corporation organized and existing under the laws of the State of OH 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 Three Hundred Sixty Two Thousand Five HundredDollars and no/100 ($ 362,585.00 ) for the payment of which we firmly bind Eighty ourselves and our legal representatives, heirs, successors and assigns, jointly and severally. 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 21 for SWM Vactor and Infrastructure Maintenance Services - RFB #21-002 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 pay all applicable state sales tax, and shall hold the City, its 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 PW MAINTENANCE AGREEMENT - 19 - Rev. 4/2017 Clrr OF CITY HALL Fe �� 33325 8th Avenue South y Federal Way. WA 98003-6325 (253)835-7000 www cilyoffederalway com 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. DATED this 19th day of February 9 20 21 CORPORATE SEAL OF PRINCIPAL: PRINCIPAL Action Services Core B' ame f Person Exec ing Bond) Its: i't° �►f (Title 4948 State Hwy 303 NE Bremerton, WA 98311 (Address) (Phone) CERTIFICATE AS TO CORPORATE SEAL --1h9re§y certify that I am the (Assistant) Secretary of the Corporation named as Principal in the within bond; that who signed the said bond on behalf of the Principal, was 6 the said C&c oration; that I know his or her signature thereto is genuine, and that said bond was duly signed, sealed, and attested for and in behalf of said Corporation by authority of its governing body. i Secret of Assistant Secretary PW MAINTENANCE AGREEMENT - 20 - Rev. 4/2017 CORPORATE SEAL OF SURETY: SURETY Nationwide Mutual Insurance Company ti r O Attorney -in -Fact • (Attach Power of Attor Deborah Cook f (Name of Person Executing Bond) Whitfield United Leavitt PO Box 65770, University Place, WA 98464-0018 (Address) (800) 726-8771 (Phone) APPROVED AS TO FORM: �+ J. Ryan Call, City Attorney City of Federal Way RFB # 21-002 Surface Water Management (SWM) Vactor and Infrastructure Maintenance Services Page 27 RFB ver. 9-18 Power of Attorney KNOW ALL MEN BY THESE PRESENTS THAT: Nationwide Mutual Insurance Company, an Ohio corporation hereinafter referred to severally as the "Company" and collectively as "the Companies" does hereby make, constitute and appoint: DEBORAH COOK each in their individual capacity, its true and lawful attomey-in-fact, with full power and authority to sign, seal, and execute on its behalf any and all bonds and undertakings, and other obligatory instruments of similar nature, in penalties not exceeding the sum of ONE MILLION DOLLARS ($1,000,000.00) and to bind the Company thereby, as fully and to the same extent as if such instruments were signed by the duly authorized officers of the Company; and all acts of said Attorney pursuant to the authority given are hereby ratified and confirmed This power of attorney is made and executed pursuant to and by authority of the following resolution duly adopted by the board of directors of the Company: "RESOLVED, that the president, or any vice president be, and each hereby is, authorized and empowered to appoint attorneys -in -fact of the Company, and to authorize them to execute and deliver on behalf of the Company any and all bonds, forms, applications, memorandums, undertakings, recognizances, transfers, contracts of indemnity, policies, contracts guaranteeing the fidelity of persons holding positions of public or private trust, and other writings obligatory in nature that the business of the Company may require; and to modify or revoke, with or without cause, any such appointment or authority; provided, however, that the authority granted hereby shall in no way limit the authority of other duly authorized agents to sign and countersign any of said documents on behalf of the Company." "RESOLVED FURTHER, that such attorneys -in -fact shall have full power and authority to execute and deliver any and all such documents and to bind the Company subject to the terms and limitations of the power of attorney issued to them, and to affix the seal of the Company thereto; provided, however, that said seal shall not be necessary for the validity of any such documents " This power of attorney is signed and sealed under and by the following bylaws duly adopted by the board of directors of the Company EKeoution of Instruments. Any vice president, any assistant secretary or any assistant treasurer shall have the power and authority to sign or attest all approved documents, instruments, contracts, or other papers in connection with the operation of the business of the company in addition to the chairman of the board, the chief executive officer, president, treasurer or secretary; provided, however, the signature of any of them may be printed, engraved, or stamped on any approved document, contract, instrument, or other papers of the Company. IN WITNESS WHEREOF, the Company has caused this instrument to be sealed and duly attested by the signature of its officer the 27" day of February. 2019. 4�w 6 *-- Antonio C. Albanese, Vice President of Nationwide Mutual Insurance Company �w*a ACKNOWLEDGMENT " STATE OF NEW YORK, COUNTY OF NEW YORK: ss On this 27" day of February. y.2019, before me came the above -named officer for the Company .:c L =. f '�' -= ' aforesaid, to me personally known to be the officer described in and who executed the preceding i• instrument, and he acknowledged the execution of the same, and being by me duly sworn, deposes he is the the Company that hereto is the and says, that officer of aforesaid, the seal affixed A� corporate seal of said Company, and the said corporate seal and his signature were duly affixed and subscribed to said instrument by the authority and direction of said Company. Suzanne C Cello Notary public, State of New York No. 020E6126649 Qualified in Westchester County Commission Expires September 16, 2021 Nclary PUDlis My Commnsun Eapues Septembe, I6, 2021 CERTIFICATE I, Laura B. Guy, Assistant Secretary of the Company, do hereby certify that the foregoing is a full, true and correct copy of the original power of attorney issued by the Company; that the resolution included therein is a true and correct transcript from the minutes of the meetings of the boards of directors and the same has not been revoked or amended in any manner; that said Antonio C. Albanese was on the date of the execution of the foregoing power of attorney the duly elected officer of the Company, and the corporate seal and his signature as officer were duly affixed and subscribed to the said instrument by the authority of said board of directors; and the foregoing power of attorney is still in full force and effect. IN VVITNESS WHEREOF, I have hereunto subscribed my name as Assistant Secretary, and affixed the corporate seal of said Company this 19th day of February 2021 Assistant Secretary BDJ 1(02-19)00 Carr OF CITY HALL Fe d e ra I Way Feder l Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www atyOffedierafway com EXHIBIT "D" Insert Contractor's Certificate of Insurance PW MAINTENANCE AGREEMENT - 21 - Rev. 412017 AC"R0a DATE CERTIFICATE OF LIABILITY INSURANCE 4/10/202010/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT. If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Leavitt Group Northwest �ONT CT NAME. Kelly D=rritt PHe.ON o (800) 726-8771 FAX No (666)72e-9166 E-MPO ADDRESS; kelly-demerritt@leavitt.com Box 65770 INSURER S) AFFORDING COVERAGE NAIC # INSURER A: Nationwide Mutual Insurance Company 237870 University Place WA 98464 INSURED INSURER e INSURERC: Action Services Corporation INSURERD: P O Box 4339 INSURER E : INSURER F: Bremerton WA 98312 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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 LTRINSD TYPE OF INSURANCE ADDL SUBk NUMBER POLIPOLICY MM/DCY EFF D/YYYY PMIDDNYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE AG S (a o=ffen�B $ 300,000 A CLAIMS -MADE ❑X OCCUR MED EXP (Any one person) $ 10,000 X Y ACP3009645890 4/12/2020 4/12/2021 PERSONAL &ADVINJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 PRODUCTS -COMP/OPAGG $ 2,000,000 POLICY [j] JEGT LOC OTHER AUTOMOBILE LIABILITY ti 1a oc Iie SINGLE LIMIT $ 1,000,000 BODILY INJURY (Per person) $ A ANY AUTO ALL OWNED SCHEDULED AUTOS X AUTOS NON -OWNED X HIREDAUTOS AUTOS ACP3009645890 4/12/2020 4/12/2021 BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per den $ N X UMBRELLA LIAB x OCCUR EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 A EXCESS LIAB CLAIMS -MADE Follow Form DIED X RETENTION $ None $ I ACP3009645890 4/12/2020 4/12/2021 WORKERS COMPENSATION 1 PETAT TE X FIR E.L. EACH ACCIDENT $ 1,000,000 A AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory In NH) NIA WA Stop Gap ACP3009645890 4/12/2020 4/12/2021 E.L.DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE -POLICY LIMIT I $ 1,000 000 If yes, describe under DESCRIP710N OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) City of Federal Way is Named as Additional Insured per the terms and conditions of form CG8186 3/19. f`FRTIFIrATF Nf1I nF:P LANC:tLLAI IUN City of Federal Way 33325 8th Ave. South Federal Way, WA 98003-6325 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE D E. Olson/KEDEME in 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 (201401) CITYOF Federal Vay CITY HALL r �33325 8tfi Avenue South � Federal Way, WA 98003-6325 Fir i.r (253) 835-7000 w.dtyoR' f wwahVo)- com EXHIBIT "E" PREVAILING WAGE RATES. PW MAINTENANCE AGREEMENT - 22 - Rev. 4/2017 County Trade Job Classification Wage Holiday Overtime Notes King Laborers Air, Gas Or Electric Vibrating Screed $52.39 7A 4V 8Y King Laborers Airtrac Drill Operator $54.01 7A 4V 8Y King Laborers Ballast Regular Machine $52.39 7A 4V BY King Laborers Batch Weighman $44.40 7A 4V 8Y King Laborers Brick Pavers $52.39 7A 4V 8Y King Laborers Brush Cutter $52.39 7A 4V 8Y King Laborers Brush Hog Feeder $52.39 7A 4V 8Y King Laborers Burner $52.39 7A 4V 8Y King Laborers Caisson Worker $54.01 7A 4V 8Y King Laborers Carpenter Tender $52.39 7A 4V 8Y King Laborers Cement Dumper -paving $53.35 7A 4V 8Y King Laborers Cement Finisher Tender $52.39 7A 4V 8Y King Laborers Change House Or Dry Shack $52.39 7A 4V 8Y King Laborers Chipping Gun (30 Lbs. And Over) $53.35 7A 4V 8Y King Laborers Chipping Gun (Under 30 Lbs.) $52.39 7A 4V 8Y King Laborers Choker Setter $52.39 7A 4V 8Y King Laborers Chuck Tender $52.39 7A 4V 8Y King Laborers Clary Power Spreader $53.35 7A 4V 8Y King Laborers Clean-up Laborer $52.39 7A 4V 8Y King Laborers Concrete Dumper/Chute Operator $53.35 7A 4V 8Y King Laborers Concrete Form Stripper $52.39 7A 4V SY King Laborers Concrete Placement Crew $53.35 7A 4V SY King Laborers Concrete Saw Operator/Core Driller $53.35 7A 4V 8Y King Laborers Crusher Feeder $44.40 7A 4V 8Y King Laborers Curing Laborer $52.39 7A 4V SY King Laborers Demolition: Wrecking & Moving (Incl. C $52.39 7A 4V 8Y King Laborers Ditch Digger $52.39 7A 4V 8Y King Laborers Diver $54.01 7A 4V 8Y King Laborers Drill Operator (Hydraulic, Diamond) $53.35 7A 4V 8Y King Laborers Dry Stack Walls $52.39 7A 4V 8Y King Laborers Dump Person $52.39 7A 4V 8Y King Laborers Epoxy Technician $52.39 7A 4V 8Y King Laborers Erosion Control Worker $52.39 7A 4V 8Y King Laborers Faller & Bucker Chain Saw $53.35 7A 4V 8Y King Laborers Fine Graders $52.39 7A 4V 8Y King Laborers Firewatch $44.40 7A 4V 8Y King Laborers Form Setter $52.39 7A 4V 8Y King Laborers Gabian Basket Builders $52.39 7A 4V SY King Laborers General Laborer $52.39 7A 4V 8Y King Laborers Grade Checker & Transit Person $54.01 7A 4V BY King Laborers Grinders $52.39 7A 4V 8Y King Laborers Grout Machine Tender $52.39 7A 4V 8Y King Laborers Groutmen (Pressure) Including Post Ter $53.35 7A 4V 8Y King Laborers Guardrail Erector $52.39 7A 4V BY King Laborers Hazardous Waste Worker (Level A) $54.01 7A 4V 8Y King Laborers Hazardous Waste Worker (Level B) $53.35 7A 4V 8Y King Laborers Hazardous Waste Worker (Level C) $52.39 7A 4V 8Y King Laborers High Scaler $54.01 7A 4V 8Y King Laborers Jackhammer $53.35 7A 4V 8Y King Laborers Laserbeam Operator $53.35 7A 4V 8Y King Laborers Maintenance Person $52.39 7A 4V 8Y King Laborers Manhole Builder-Mudman $53.35 7A 4V 8Y King Laborers Material Yard Person $52.39 7A 4V 8Y King Laborers Motorman -Dinky Locomotive $53.35 7A 4V 8Y King Laborers Nozzleman (Concrete Pump, Green Cut- $53.35 7A 4V 8Y King Laborers Pavement Breaker $53.35 7A 4V 8Y King Laborers Pilot Car $44.40 7A 4V 8Y King Laborers Pipe Layer Lead $54.01 7A 4V 8Y King Laborers Pipe Layer/Tailor $53.35 7A 4V 8Y King Laborers Pipe Pot Tender $53.35 7A 4V 8Y King Laborers Pipe Reliner $53.35 7A 4V 8Y King Laborers Pipe Wrapper $53.35 7A 4V 8Y King Laborers Pot Tender $52.39 7A 4V 8Y King Laborers Powderman $54.01 7A 4V 8Y King Laborers Powderman's Helper $52.39 7A 4V 8Y King Laborers Power Jacks $53.35 7A 4V 8Y King Laborers Railroad Spike Puller - Power $53.35 7A 4V 8Y King Laborers Raker - Asphalt $54.01 7A 4V 8Y King Laborers Re-timberman $54.01 7A 4V 8Y King Laborers Remote Equipment Operator $53.35 7A 4V 8Y King Laborers Rigger/Signal Person $53.35 7A 4V 8Y King Laborers Rip Rap Person $52.39 7A 4V 8Y King Laborers Rivet Buster $53.35 7A 4V 8Y King Laborers Rodder $53.35 7A 4V 8Y King Laborers Scaffold Erector $52.39 7A 4V 8Y King Laborers Scale Person $52.39 7A 4V 8Y King Laborers Sloper (Over 20)" $53.35 7A 4V 8Y King Laborers Sloper Sprayer $52.39 7A 4V 8Y King Laborers Spreader (Concrete) $53.35 7A 4V 8Y King Laborers Stake Hopper $52.39 7A 4V 8Y King Laborers Stock Piler $52.39 7A 4V 8Y King Laborers Swinging Stage/Boatswain Chair $44.40 7A 4V 8Y King Laborers Tamper & Similar Electric, Air & Gas Op, $53.35 7A 4V 8Y King Laborers Tamper (Multiple & Self-propelled) $53.35 7A 4V 8Y King Laborers Timber Person - Sewer (Lagger, Shorer < $53.35 7A 4V 8Y King Laborers Toolroom Person (at Jobsite) $52.39 7A 4V 8Y King Laborers Topper $52.39 7A 4V 8Y King Laborers Track Laborer $52.39 7A 4V 8Y King Laborers Track Liner (Power) $53.35 7A 4V 8Y King Laborers Traffic Control Laborer $47.48 7A 4V 9C King Laborers Traffic Control Supervisor $50.31 7A 4V 9C King Laborers Truck Spotter $52.39 7A 4V 8Y King Laborers Tugger Operator $53.35 7A 4V 8Y King Laborers Tunnel Work -Compressed Air Worker 0 $129.67 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 3 $134.70 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 4 $138.38 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 5 $144.08 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 6 $146.20 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 6 $151.30 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 6 $153.20 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 7 $155.20 7A 4V 9B King Laborers Tunnel Work -Compressed Air Worker 7 $157.20 7A 4V 9B King Laborers Tunnel Work-Guage and Lock Tender $54.11 7A 4V 8Y King Laborers Tunnel Work -Miner $54.11 7A 4V 8Y King Laborers Vibrator $53.35 7A 4V 8Y King Laborers Vinyl Seamer $52.39 7A 4V 8Y King Laborers Watchman $40.36 7A 4V 8Y King Laborers Welder $53.35 7A 4V 8Y King Laborers Well Point Laborer $53.35 7A 4V 8Y King Laborers Window Washer/Cleaner $40.36 7A 4V 8Y King Truck Drivers Asphalt Mix Over 16 Yards $64.55 5D 4Y 8L King Truck Drivers Asphalt Mix To 16 Yards $63.71 5D 4Y 8L King Truck Drivers Dump Truck $63.71 5D 4Y 8L King Truck Drivers Dump Truck & Trailer $64.55 5D 4Y 8L King Truck Drivers Other Trucks $64.55 5D 4Y 8L ` CITY OF CITY HALL Fe d e ra I Way Feder 8th Avenue South Federal Way, WA 9803-6325 (253) 835-7000 mm cityoflederafway com EXHIBIT "F" TITLE VI ASSURANCES During the performance of this contract, the contractor/consultant, for itself, its assignees and successors in interest (hereinafter referred to as the "contractor's agrees as follows: 1. Compliance with Regulations The contractor shall comply with the Regulations relative to non-discrimination in federally assisted programs of United States Department of Transportation (USDOT), Title 49, Code of Federal Regulations, part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. Non-discrimination The contractor, with regard to the work performed by it during the contract, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of sub -contractors, including procurement of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Sub -contracts, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiations made by the contractor for work to be performed under a sub -contract, including procurement of materials or leases of equipment, each potential sub- contractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to non-discrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports The contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the contracting agency or the appropriate federal agency to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish this information, the contractor shall so certify to WSDOT or the USDOT as appropriate, and shall set forth what efforts it has made to obtain the information. S. Sanctions for Non-compliance In the event of the contractor's non-compliance with the non-discrimination provisions of this contract, the contracting agency shall impose such contract sanctions as it or the USDOT may determine to be appropriate, including, but not limited to: Withholding of payments to the contractor under the contract until the contractor complies, and/or; Cancellation, termination, or suspension of the contract, in whole or in part PW MAINTENANCE AGREEMENT - 23 - Rev. 4/2017 ` cirr OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityofi`ederalway com 6. Incorporation of Provisions The contractor shall include the provisions of paragraphs (1) through (5) in every sub -contract, including procurement of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. The contractor shall take such action with respect to any sub -contractor or procurement as the contracting agency or USDOT may direct as a means of enforcing such provisions including sanctions for non-compliance. Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a sub- contractor or supplier as a result of such direction, the contractor may request WSDOT enter into such litigation to protect the interests of the state and, in addition, the contractor may request the USDOT enter into such litigation to protect the interests of the United States. PW MAINTENANCE AGREEMENT - 24 - Rev. 4/2017 :t ,I. BUSINESS LICENSE STATE OF WASHINGTON Profit Corporation ACTION SERVICES CORPORATION 1740 NE RIDDELL RD STE 120 BREMERTON, WA 98310-3655 UNEMPLOYMENT INSURANCE - ACTIVE TAX REGISTRATION - ACTIVE CITY ENDORSEMENTS: Issue Date: Dec 18, 2020 Unified Business ID #: 601402893 Business ID #: 001 Location: 0001 Expires: Jul 31, 2021 INDUSTRIAL INSURANCE - ACTIVE FIFE GENERAL BUSINESS - NON-RESIDENT (EXPIRES 12/31/2021) - ACTIVE BAINBRIDGE ISLAND GENERAL BUSINESS #41421 - ACTIVE LACEY GENERAL BUSINESS - NON-RESIDENT #29540 - ACTIVE OLYMPIA GENERAL BUSINESS - NON-RESIDENT #22368 - ACTIVE PORT ORCHARD GENERAL BUSINESS - NON-RESIDENT #B000781 - ACTIVE POULSBO GENERAL BUSINESS - NON-RESIDENT #840 - ACTIVE FEDERAL WAY GENERAL BUSINESS - NON-RESIDENT #10-100088-00-BL - ACTIVE LICENSING RESTRICTIONS: Not licensed to hire minors without a Minor Work Permit. This document lists the registrations, endorsements, and licenses authorized for the business named above. By accepting this document, the licensee certifies the information on the application was complete, true, and accurate to the best of his or her knowledge, and that business will be conducted in compliance with all applicable Washington state, county, and city regulations. Director, Department of Revenue BUSINESS INFORMATION Business Name: ACTION SERVICES CORPORATION UBI Number: 601402 893 Business Type: WA PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 1740 NE RIDDELL RD STE 120, BREMERTON, WA, 98310-3655, UNITED STATES Principal Office Mailing Address: PO BOX 4339, BREMERTON, WA, 98312-0339, UNITED STATES Expiration Date: 07/31/2021 Jurisdiction: UNITED STATES, WASHINGTON Formation/ Registration Date: 07/23/1992 Period of Duration: PERPETUAL Inactive Date: Nature of Business: OTHER SERVICES, SERVICE REGISTERED AGENT INFORMATION Registered Agent Name: TONY D SANDEFUR Street Address: 1740 NE RIDDELL RD # 120, BREMERTON, WA, 98310-0000, UNITED STATES Mailing Address: PO BOX 4339, BREMERTON, WA, 98312-0000, UNITED STATES GOVERNORS Title Governors Type Entity Name First Name GOVERNOR INDIVIDUAL ANTHONY Last Name SANDEFUR 213/2021 Corporations and Charities System 4 r-4r ssCl�iri [A�?ns-and Charities Filing System BUSINESS INFORMATION Business Name: ACTION SERVICES CORPORATION UBI Number: 601 402 893 Business Type: WA PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 1740 NE RIDDELL RD STE 120, BREMERTON, WA, 98310-3655, UNITED STATES Principal Office Mailing Address: PO BOX4339, BREMERTON, WA, 98312-0339, UNITED STATES Expiration Date: 07/31 /2021 UNITED STATES, WASHINGTON 07/23/1992 PERPETUAL OTHER SERVICES, SERVICE REGISTERED AGENT INFORMATION https://cds.sos.wa.gov/#/BusinessSearch/Businesslnformation Jurisdiction: Formation/ Registration Date: Period of Duration: Inactive Date: Nature of Business: 1/2 2/3/2021 Corporations and Charities System TONY D SANDEFUR 1740 NE RIDDELL RD # 120, BREMERTON, WA, 98310-0000, UNITED STATES PO BOX4339, BREMERTON, WA, 98312-0000, UNITED STATES GOVERNORS Title Governors Type Entity Name First Name GOVERNOR INDIVIDUAL ANTHONY Back Registered Agent Name: Street Address: Mailing Address: Last Name SANDEFUR Filing History I Name History Print Return to Business Search https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 2/2