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AG 21-192 - GEOENGINEERS, INCRETURN TO: PW ADMIN EXT: 2700 ID #: 4010 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATINGDEPT/Div: PUBLIC WORKS/CAPITAL ENGINEERING 2. 3. ORIGINATING STAFF PERSON: CHRISTINE MULLEN EXT: X2723 3. DATEREQ.BV: 12-Nov-2021 TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT EI 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: 34293: Redondo Creek Culvert Replacement 5. NAME OF CONTRACTOR: GeoEn ineers, Inc. ADDRESS: 1 101 Fawcett Avenue, Suite 200 TELEPHONE: 253 722-2431 E-MAIL: mmcarthurOU ea oengineers.com FAX: SIGNATURE NAME: TITLE: 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: Upon Execution V6 COMPLETIONDATE: 31-Dec-2023 8. TOTAL COMPENSATION: s 268,773.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: 0 YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $. IS SALES TAX OWED: ❑ YES m NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: _ o RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED I!n PURCHASING: PLEASE CHARGE TO: D34293-24110 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED ❑ PROJECT MANAGER � � acne x vrm ❑ DIVISION MANAGER SLH 11/8/2021 ❑ DEPUTY DIRECTOR DW 11/8/21 ❑ DIRECTOR EJW 11/17/2021 ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW DEPT KVA 11/17/2021 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: n/a SCHEDULED COUNCIL DATE: n/a 11. CONTRACT SIGNATURE ROUTING INITIAL / DATE APPROVED COMMITTEE APPROVAL DATE: n/a COUNCIL APPROVAL DATE: n/a 6 SENT TO VENDOR/CONTRACTOR DATE SENT: 12/08/21 DATE REC' D: 12/13/21 ❑ 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 V - a 1 b I' AG, -1 DATE SENT: I COMMENTS: EXECUTE " " ORIGINALS ❑ FINANCE DEPARTMENT 8 LAW DEPT 8 SIGNATORY (MAYOR OR DIRECTOR) 8 CITY CLERK ❑ ASSIGNED AG # ❑ SIGNED COPY RETURNED I/2020 ` CITY OF CITY HALL 33325 8th Avenue South Federal Way Federal Way, WA 98003-6325 (253) 835-7000 vvww.cityoffederalway com PROFESSIONAL SERVICES AGREEMENT FOR PROJECT #34293 — REDONDO CREEK CULVERT REPLACEMENT This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and GeoEngineers, Inc., a Washington corporation ("Contractor"). The City and Contractor (together "Parties") are located and do business at the below addresses, which shall be valid for any notice required under this Agreement: GEOENGINEERS, INC.: Morgan McArthur, P.E. 1101 Fawcett Avenue, Suite 200 Tacoma, WA 98402 (253) 722-2431 (telephone) com The Parties agree as follows: CITY OF FEDERAL WAY: Christine Mullen, P.E. 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-2723 (telephone) Christine.Mullen@cityoffederalway.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 the completion of the Services specified in this Agreement, but in any event no later than December 31, 2023 ("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of the Parties. 2. SERVICES. The Contractor shall perform the services more specifically described in Exhibit A ("Services"), attached hereto and incorporated by this reference, in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed, performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Services in accordance with this Agreement, notwithstanding the City's knowledge of defective or non -complying performance, its substantiality or the ease of its discovery. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days' written notice at its address set forth above. The City may terminate this Agreement immediately if the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12 of this Agreement. Termination for such conduct may render the Contractor ineligible for City agreements in the future. 4. COMPENSATION. 4.1 Amount. In return for the Services, the City shall pay the Contractor an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit B, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit B, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance of Services and payment under this Agreement. 4.2 Method of €'ayinent. On a monthly basis, the Contractor shall submit a voucher or invoice in the form PROFESSIONAL SERVICES AGREEMENT - 1 - Rev. 7/2021 ` G1TY Of �� Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 vvmv cityoffederalway com specified by the City, including a description of what Services have been performed, the name of the personnel performing such Services, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final bill upon completion of all Services. Payment shall be made on a monthly basis by the City only after the Services have been performed and within thirty (30) days following receipt and approval by the appropriate City representative of the voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 4.3 Nan -Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period. In the event there are not sufficient funds appropriated or allocated for Services during the future fiscal period, the City shall provide Contractor with 30 days prior written notice before the end of the current fiscal period and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. INDEMNIFICATION. 5.1 Contractor Indemnification. The Contractor agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, reasonable 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 to the extent caused by or resulting from the negligent acts, errors or omissions or willful misconduct of the Contractor in performance of this Agreement. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Contractor's negligence. Contractor shall ensure that each sub -contractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, and volunteers to the extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties acknowledge that they have mutually negotiated this waiver. 5.3 City Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub -contractors harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor, their agents, representatives, employees, or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as PROFESSIONAL SERVICES AGREEMENT - 2 - Rev. 7/2021 ` CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com 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, stopgap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $2,000,000 for each occurrence and $2,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington. C. Automobile liability insurance covering all owned, non -owned, hired, and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. d. Professional liability insurance with limits no less than $2,000,000 per claim and $2,000,000 policy aggregate for damages sustained by reason of or in the course of operation under this Agreement, whether occurring by reason of negligent acts, errors or omissions of the Contractor. 6.2. No Limit of Liability. Contractor's maintenance of insurance as required by this Agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor's general and auto insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with Contractor's insurance. 6.3. Additional Insured Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit C and incorporated by this reference. At the City's request, Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Contractor's insurance policies are "claims made," Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement shall be considered confidential and subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for immediate termination. All records submitted by the City to the Contractor will be safeguarded by the Contractor using reasonable commercial efforts. The Contractor will fully cooperate with the City in identifying, assembling, and providing records in case of any public records request. Confidential Information does not include: (a) information which at the time of disclosure is generally available to the public; (b) information which after disclosure becomes generally available to the public by publication or otherwise other than as a result of a violation of this paragraph; (c) written information which was in Contractor's possession prior to first disclosure hereunder and which was not acquired under an obligation of confidentiality directly or indirectly from the City; (d) information received by Contractor after the time of first disclosure hereunder from a third party without notice to Contractor of any obligation of confidentiality or other restrictions with respect to use thereof; (e) information which is independently developed by Contractor hereunder; or (f) information which is required by appropriate legal authority to be disclosed (but only to the extent of such requirement). 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media, or material that may be produced or modified by Contractor while performing the Services shall belong to the City upon delivery. The Contractor shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Contractor shall be delivered to the City except that Contractor may keep one copy of all project related documents for PROFESSIONAL SERVICES AGREEMENT - 3 - Rev. 7/2021 CITY OF AN Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253)835-7000 www cityoffederalway coin its work files. Contractor shall not be liable for the unauthorized reuse or modification of its reports or other work product. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Services specified in this Agreement, and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review, or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement for a period of six (6) years from completion of services under this Agreement. 10. INDEPENDENT CONTRACTOR. The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor sick leave, vacation pay, or any other benefit of employment, nor to pay any social security or other tax that may arise as an incident of this Agreement. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees in the performance of the Services specified in this Agreement and shall require that any Subcontractors hired by Contractor be responsible for the safety of its employees and shall utilize all protection necessary for that purpose. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the Services. The Contractor shall pay all income and other taxes due except as specifically provided in Section 4 of this Agreement. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contractor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Contractor's failure to do so. 11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional services during the Term for other entities or persons; however, such performance of other services shall not conflict with or. interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection, the negotiation, drafting, signing, administration of this Agreement, or the evaluation of the Contractor's performance. 12. EQUAL OPPORTUNITY ENWLQYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, honorably discharged veteran or military status, sexual orientation including gender expression or identity, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply, but not be limited to the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Parts 21, 21.5, and 26, or any other applicable federal, state, or local law or regulation regarding non- discrimination. 13. GENERAL PROVISIONS. 13.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any Exhibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to PROFESSIONAL SERVICES AGREEMENT - 4 - Rev. 7/2021 CITY OF 1. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 vvmv cityoffedefahvay. coin 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 Parry 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 claims, 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. To the extent such laws, codes, ordinances, resolutions, regulations, rules, standard, and policies apply to the performance of Contractor's professional services, Contractor shall comply to the extent required by the professional standard of care. 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. However, Contractor shall not be responsible for damages arising from any delays for causes beyond Contractor's reasonable control. In the event of such delays, contractor shall be entitled to an equitable adjustment in time and/or compensation. 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 and Contractor at law, in equity, or by statute. The failure of either party 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 either parry to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of either party to declare one breach or default does not act as a waiver of the that party'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 attomey's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; however, nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in PROFESSIONAL SERVICES AGREEMENT - 5 - Rev. 7/2021 CITY OF � Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. cityvffederahvay.. com making proof hereof, it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] PROFESSIONAL SERVICES AGREEMENT - 6 - Rev. 7/2021 ` CITY OF CITY HALL Aw Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederahvay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: t h nie Courtney, CM , C Clerk DATE: APPROVED AS TO FORM: r : .Ryan Call, City Aitoe GEOENGINEERS, INC.: xn By:-,r� Z4��� Printed Name: Undseiq Fl ZL► S Title: P(,; n 60-, ( / Co O DATE: t 2/ 9 1 Z f STATE OF WASHINGTON ) ) ss. COUNTY OF On this day personally appeared before me Ljarja2A Q to me known to be the of I roc that executed the foregoing instrum n�t, sand ack ow edged the s 'd instru ent to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this day of -b2CQ4.& lc , 2021 ►tip►tttttttrirryr�i ] p?, G E NS �'�,, Notary's signature 1 •`'' P�' g�D8, ' f�'•, Notary's printed name l gatA ,Li - £ r Notary Public in and for the State of Washington. Q,►t D _ My commission expiresZ LUX�- L7 PROFESSIONAL SERVICES AGREEMENT - 7 - Rev. 7/2021 ` CITY OF CITY HALL �� Fe d e ra I Y Y ay Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 wwwa4,offederalwt3y com EXHIBIT A SERVICES The Contractor shall provide professional services for the Redondo Creek Culvert Replacement project as shown on the following Scope of Services: PROFESSIONAL SERVICES AGREEMENT - 8 - Rev. 7/2021 EXHIBIT A Scope of Services City of Federal Way Redondo Creek Culvert Replacement (34-293) Design and Permitting Services October 25, 2021 PROJECT UNDERSTANDING The goals of the Redondo Creek Culvert Replacement Project (Project) are to: (1) replace the current undersized pipe culvert with a fish passage structure; (2) address potential upstream and downstream floodingand otherstream geomorphic processes; (3) accommodatethe futuretrail alignmentforthe Pacific Highway S. Non -Motorized Corridor; and (4) provide maintenance access to the existing utility corridor (high - power transmission lines, fiber optic, water/sewer and stormwater) north of the culvert alignment. This scope of services addresses: 30%, 85% and final design, public outreach and coordination; environmental permitting; and bidding support. The goal is to produce a bid -ready package for the replacement culvert and associated elements. A critical element of the project will also be to coordinate with the consultant team that is working on the Pacific Highway S. Non -Motorized Corridor Project to ensure the proposed stream crossing design sufficiently accommodates the proposed trail alignment. Redondo Creek originates in the northern portion of Federal Way at Steel Lake, which is located south of South 304th Street and east of Pacific Highway S (State Route [SRj 99). Near its headwaters at Steel Lake, the stream initially is conveyed northward through a wetland area to an existing culvert under S 304th Street, eventually entering the City storm sewer system, through which it crosses SR 99, S Dash Point Road (SR 509) and other developed infrastructure, before daylighting again about 150 feet upstream (south) of the projectsite. The existing culvert at the subject crossing is a 36-inch corrugated steel pipe, approximately 80 feet in length, which carries Redondo Creek below a utility maintenance access crossing of the stream channel. Upstream of the site, the channel is highly incised and several additional stormwater inputs are present. Downstream of the site, the channel gradually becomes less incised and passes through multiple additional culvert crossings (the Washington State Fish Passage online GIS database identifies five), most of which are considered fish passage barriers, before entering Poverty Bay of the Puget Sound in the community of Redondo (City of Des Moines) approximately 1 mile downstream. PROJECT PHASING This project will be completed in two phases as follows: Phase 1 - Design 30%, 85% and Final Design Public Outreach and Coordination • Environmental Permitting Bid Support Phase 2 - Construction This Scope of Services specifically addresses only Phase 1 of the Project. The consultant team can provide Construction phase services as part of a future scope of work. PROJECT SCHEDULE The anticipated project schedule for Phase 1 is shown below: November 2021: Notice to Proceed December 2021: Landowner coordination & Baseline Assessments January to February 2022: Hydraulic Modeling & Data Analysis March to April 2022: 30% Design May 2022: Permit Applications June to July 2022: 85% Design August to September 2022: 1000/o/Final Design, Permit Completion and Bid Package Based on this schedule, we anticipate the project could be released for bids in September 2022 for construction during the 2023 in -water window (July 16 to September 30), pending funding availability. SUBCONSULTANT SERVICES The following subconsultants will be subcontracted by GeoEngineers to support the project, with technical specialty services as follows: KPG, P.S. (KPG) - Professional Land Survey (PLS); stormwater, utility and roadway engineering; construction management _: Coffman Engineers (Coffman) - structural engineering DETAILED SCOPE OF SERVICES Task 1.0 - Project Managemen- This task includes services necessary to plan, perform and manage the various element of the Project to fulfill the objectives of the project as outlined in this scope, meet schedule commitments, and coordinate among the disciplines involved in the study, as well as coordination with tribes and regulatory agencies. Subtask 1.1- General Management, Administration and Coordination The Consultant Contract Manager and Project Manager will provide overall direction and coordination of activities with the City and amongst the Consultantteam, as well as general administration and accounting functions. This will specifically include: Interdisciplinary communication Manage and direct subconsultant work Budget tracking and schedule management ■ Preparation of monthly invoices and accompanying invoice reports ■ Administrative and accounting department assistance Subtask 1.2 - Meetings The Consultant team will participate in regular coordination meetings with the City as well as internal interdisciplinary design coordination meetings. Subtask 1.3 - Agency and Tribe Coordination ■ Support the City in providing initial contact with interested tribes and relevant regulatory agencies, including developing a project summary and overview graphics. Participate in one on -site meeting with regulatory agencies and interested tribes during the conceptual design phase to review baseline conditions, bankfull width estimates and solicit feedback or concerns expressed by each agency/tribal representative. ■ Participate in a second teleconference meeting with regulatory agencies and interested tribes after 30% design completion to update how concerns expressed during the first meeting have been addressed through project design and to achieve consensus on the project. Assumptions ■ Duration of project is estimated to be approximately 12 months. ■ Two design review meetings are anticipated between the consultant team and City at the 30% and 85% design submittals (2 meetings). Monthly check -in meetings are planned between the City PM and Consultant PM (12 meetings total). ■ Coordination with the Consultant team working on the Pacific Highway S. Non -Motorized Corridor project is anticipated at the 30% and 85% design milestones (2 meetings). Interdisciplinary design team meetings will be held regularly during the design phase (4 meetings total). ■ Invoices and progress reports will be submitted monthly for the duration of this phase. Deliverables Meeting minutes Monthly invoice memoranda with progress report ■ Meeting minutes from agency/tribe coordination Task 2.0 - Data Gathering This task includes survey and baseline assessments, which will provide the basis for the subsequent design process. Subtask 2.1- Survey & Mapping This subtask will be performed by KPG. GeoEngineers will develop a Survey Request figure to support KPG to complete the following: Survey of the existing project culvert and existing channel extending approximately 150 ft upstream and 150 ft downstream of the project culvert, includingsurvey of storm drain outlets and manholes within 150 ft upstream of the project culvert. Supplement existing Redondo Way S roadway survey near the project crossing site with an additional 100 feet to the north along the roadway centerline. Survey of the Des Moines culvert discharging to Puget Sound, including one cross-section each at the upstream and downstream ends of the culvert and approximately 100 ft of channel profile. Locate Ordinary high water mark (OHWM) flagging placed by GeoEngineers upstream of project culvert within the extents of detailed channel survey. Subtask 2.2 - Hydraulic, Habitat and Geomorphic Assessment This task includes completing data review, field studies to characterize the Redondo Creek basin within the project reach (approximately 150 ft upstream to 150 ft downstream of the project culvert. This subtask includes review of fish habitat and stream geomorphology, slopes and geologic hazards within the above noted reach. This task work will include: Complete a brief desktop review to compile and summarize available information about basin habitat and hydrologic/hydraulic conditions, including: Utilize online databases and publications to characterize habitat limiting factors in Redondo Creek. a Complete online assessment of Redondo Creek system including development of long profile, characterization of geology and soils. Review mapped FEMA floodplains (if any) Complete a field -based review of fish habitat conditions within the project reach, including: Observe aquatic habitat conditions including channel habitat type, condition and quality. Observe riparian habitat type, condition and quality; typical riparian vegetation species composition and quality; and qualitatively evaluate ability of riparian habitat conditions to support aquatic habitat/stream channel conditions. Complete a field -based review of fluvial geomorphic conditions within the project reach, including: Observe bank condition/erosion, sediment sources, potential for degradation/aggradation and channel profile. il Select a representative stream reference reach for the crossing (if one can be found) that will be used as a basis for design. Within the representative reach, characterize stream morphology, streambed sediment composition (e.g. Wolman Pebble Counts), and bankfull widths (up to three within reference reach). Within the representative reach, map/measure channel thalweg profile and channel sections. Subtask 2.3 - Structural Design Support This subtask will be completed by Coffman Engineers. Coffman will complete the following: Complete a site visit to observe site conditions that may affect structural considerations for the replacement crossing. Subtask 2.4 - Roadway, Trail and Utility Design Support This subtask will be completed by KPG. KPG will complete the following: Perform site visit and review existing conditions as to understand anticipated site constraints. ■ Provide summary in email format of the road and trail design elements and site constraints, utility providers and potential right-of-way impacts (if any). Assumptions Survey crews, where required, will request private parcel access from property owners when on site. Project survey will take place primarily within existing road rights -of -way, on City -owned parcels and/or on undeveloped lots or undeveloped portions of lots. City will be responsible for website postings, landowner coordination, and public outreach, if any. Consultant will not coordinate with individual property owners or individual stakeholders. One-on- one meetings with key stakeholders are not included. Right-of-way will be based on geographic information system (GIS) information. Data review will include publicly accessible databases, additional information/data provided by the City and our in-house files. ■ Resources are available online to characterize habitat limiting factors and preliminary fish passage conditions long profile, geology and soils in the project reach of the Redondo Creek basin. If landowners deny access to any part of the assessment area, that area will be observed "over - the -fence" but otherwise omitted from the field review. To the extent feasible, professional best judgement will be used to fill in data gaps that result from property access denials. For geologic and geotechnical field review, scope is limited to exposed portions of the project reach Redondo Creek channel alignment and surrounding slopes. Deliverables Survey Request Figure Survey data in AutoCAD Civil 3D format. LandXML file for DTM surface can also be provided for non - Civil 3D users. ■ Field Report documenting fish habitat and stream geomorphology; this information will be integrated into the Preliminary Hydraulic Design Report (Task 4.0). Task 3.0 - 30% Design Consultant will develop the 30% crossing design. This Scope of Services and budget assumes that the project will be a simple replacement of the existing culvert with a larger culvert in approximately the same location. Subtask 3.1- Hydraulic Design This subtask includes hydraulic analysis and stream design components of the project. As part of this subtask, GeoEngineers will perform the following: ■ Perform hydrologic analyses to estimate basin runoff flow rates. This will include: Review the hydrologic studies provided bythe City, and review information from selected online sources. Perform a simplified hydrologic analysis to estimate the 2- and 100-year recurrence interval flood event flows. Hydrologic analyses will not consider the effect of Steel Lake. Estimate impacts of future climate change on the 100-year flood magnitude using the Washington Department of Fish and Wildlife (WDFW) climate change model. ■ Develop a Hydrologic Engineering Center - River Analysis System (HEC-RAS) (version 6.0) 1- dimensional (1D) model of the existing conditions for the project reach. The model will be used primarily to generate estimated velocities for open channel areas and culverts and to estimate backwater elevations. ■ Hydraulic modeling of a proposed replacement culvert. Develop a simple hydraulic model of the most downstream crossing of Redondo Creek that discharges into Poverty Bay. This analysis is intended to estimate potential downstream impacts resulting from removal of flow attenuation at the project site caused by the existing, undersized crossing structure. Advance the crossing design to 30%. This level of design will consist of: Developing horizontal and vertical alignments and creating a 3D surface of the 30% design condition. The stream design components will be consistent with the natural geomorphological condition of the stream as determined during Subtask 3.2 and will achieve the project goals stated above. Specifyingthe minimum hydraulic opening height and width forthe replacement, fish passable structure. Specifying general number and locations of LWM that are consistent with the proposed grading. Detailed design and stability calculations of LWM will be completed during a later design phase of the project (Subtask 5.1). Determining a design channel sediment gradation consistent with information obtained in the reference reach identified in Subtask 3.2. ■ Advance the hydraulic model to represent the 30% design condition and to assess its function to aid design. Estimate in a simplified manner potential downstream impacts due to removal of flow attenuation caused by the existing, undersized crossing such as change in peak discharges at the modeled recurrence interval events and corresponding changes in flood water surface elevations. Currently, FEMA indicates that the Redondo Creek valley has minimal flood risk and, therefore, we are proposing a simplified methodology as a "check" on potential downstream increases in flood risk. If the simplified methodology indicates a potential increase in flood risk, GeoEngineers will notify the City and determine the appropriate path forward. Iterate 1-2 times through the design and hydraulic modeling process described above based on feedback received. ■ Develop preliminary engineering design drawings that will include the following: Cover sheet including site vicinity map (1 sheet total) Plan and profile sheets of the existing conditions (2 sheets total). The existing conditions plan sheet will show property lines, right-of-way (ROW) lines, ordinary high water extents (OHW), the existing crossing pipe alignment, and important features of the stream from survey. Plan, profile and sections sheets of the proposed conditions (3 sheets total). Standard details of LWM structures (1 sheet total). Detailed design of LWM structures will be completed during a later design phase of this project (Subtask 5.1). Prepare a preliminary hydraulic design report that addresses the proposed 30 percent design and documents site observations and existing conditions data collection (including general assessment of climate change vulnerability). This will include preparing a rough -order -of -magnitude cost estimate. An initial draft will be prepared for City review and final draft will be prepared based on City comments for agency/tribe review. Comments received from agencies and tribes will be addressed as part of the 85 percent level hydraulic design report (Subtask 5.1). Subtask 3.2 - Geotechnical Design Support ■ Review existing subsurface information to develop an understanding of soil and groundwater conditions at the site. ■ Complete a visual reconnaissance of the site to evaluate the presence of Geologically Hazardous Areas in accordance with the City of Federal Way Municipal Code and other site features or constraints that will need to be considered during design. Coordinate and complete subsurface exploration at the site. One boring with up to 30 lineal feet of drilling will be completed to supplement the existing geotechnical information, which includes one boring approximately 100 to 150 feet from the existing culvert. Prior to completing the explorations, we will prepare a subsurface exploration plan for review by the City. We will obtain the necessary permits to complete the explorations within the right-of-way. GeoEngineers will subcontract drilling services, traffic control services and private utility locate services necessary to complete the explorations. Complete laboratory testing on soil samples collected in the borings. Laboratory testing shall consist of moisture content determinations, grain size analyses and organic content determinations. Provide geotechnical support during development of the 30% Design, including the followingtasks: Provide a discussion of the selected preferred alternative for supporting the roadway and accommodating the stream opening. Provide a summary of soil and groundwater conditions based on subsurface explorations completed at the site. • Develop geotechnical recommendations to support. 30% Design. Recommendations will include seismic design parameters, foundation support and retaining wall design parameters, settlement estimates and construction considerations. ® Provide a preliminary estimate of stormwater infiltration rates for the site based on soil grain size. Provide recommendations for earthwork, including temporary and permanent slope configurations, groundwater handling and dewatering considerations, suitability of onsite soil for reuse as structural fill, import fill criteria and fill compaction criteria. • Prepare a draft Geotechnical Report documenting the site conditions and design recommendations for the preferred alternative. The report will include a site plan showing the locations of the completed explorations, summary exploration logs, laboratory testing results, preliminary design recommendations and engineering figures as appropriate. ■ Provide ongoing geotechnical consultation to support coordination meetings through the duration of the 30% Design. Subtask 3.3 Structural Design Support m Provide 30% conceptual design, including: 30% conceptual design of a replacement structure including consideration of design criteria that can be used for a contractor -provided pre-engineered culvert based on the constraints identified in the outcomes from subtasks 3.1 to 3.6. • Using span dimension, roadway cover, and geotechnical input to provide conceptual crossing design drawings. Developing the layout of the structure to fit within the hydraulic constraints of creek. Development of 30% conceptual design drawings including a plan, elevation and section view of the structure (2 sheets) and elevation and section views of wingwalls (1 sheet). a Prepare a rough -order -of -magnitude cost estimate for structural elements. Subtask 3.4 Roadway and Trail Design Support ■ Develop 30% plans including: Site preparation and TESC plan (1) Roadway and Trail grading plan, typical sections and details (2) rA Landscaping plant selection schedule (1) A Prepare a 30-percent design level cost estimate for roadway, trail, grading, landscaping, and temporary and final erosion control elements. e Identify impacted utilities within the trail/culvert prism that will need to relocate and convey this within the utility relocation plan (.pdf mark up). Prepare a utility pothole plan for the utility owners to pothole their facilities (.pdf mark up). Assumptions ■ Geotechnical engineering analyses will be completed in accordance with the WSDOT Standard Specifications, the AASHTO LRFD Bridge Design Manual and the King County Surface Water Design Manual. Draft geotechnical report delivered during 30% design will be updated as a final report for 85% design. There will be no additional survey pickups at this level of design ■ The scope and level of effort for 30% design is for developing a design that replaces the culvert and generally keeps the trail alignment overthe new and replaced culvert and follows the alignment and trail design proposed by the City's Non -Motorized Trail design consultant). Surface restoration will generally include restoring the crossing to its original condition (i.e., gravel access road). Structural effort is based on a pre-engineered design for a 3-sided buried concrete box structure supported on spread footings. The pre-engineered design provided by the contractor will be reviewed during the construction phase for conformance to design requirements (not included in this scope). ■ Coordination with the adjacent Non -Motorized Trail design and its construction schedule will be required and the limits of and connections to the trail will be determined during design in collaboration with the City and their Trail design consultant. Deliverables ■ 30% Design Package e 30% Plan Set 30% Opinion of Probable Construction Cost n Preliminary Hydraulic Design Report e Draft Geotechnical Report Utility Relocation plan (.pdf mark up) ■ Pothole Plan (.pdf mark up) Task 4.0 - 85% Design Consultant will develop an 85% Design Package. Our Scope of Services and budget assume the project and design elements build on the 30 percent design work without substantial revision. Subtask 4.1 - Hydraulic Design This subtask includes work done for the 85 percent design level hydraulic analysis and stream design components of the project. As part of this subtask, GeoEngineers will perform the following: ■ Refine the 30 percent design from Task 4.1. This updated, 85 percent level of design will consist of: s Refining the horizontal and vertical alignments and 3D surface from the 30 percent design (Task 4.0). Determine specific dimensions for the hydraulic opening based on structural and geotechnical design input and scour calculation results. Develop LWM design to include anchoring, rock ballast, pinning and/or other means for providing stability based on LWM stability calculations corresponding to the design flow recurrence interval event. ■ Modify the 30 percent design conditions hydraulic model developed during Subtask 4.1 to represent the 85 percent design condition and to assess its function, to aid hydraulic structure design, and to provide inputs to scour and LWM stability calculations. Calculate scour at the proposed structure opening to determine minimum culvert embedment depth and thickness of the proposed stream sediment layer. Develop LWM stability workbooks to calculate forces on the proposed structures to inform the design of necessary measures to provide adequate stability. Iterate 1-2 times through the design and hydraulic modeling processes described above based on feedback received. ■ Prepare 85 percent design level engineering submittal including: Y Drawings: o Cover sheet including site vicinity map (1 sheet total) o General notes and construction quantities (1 sheet total) o Staging, construction, work isolation and sediment control (1 sheet total) o Plan, profile and sections sheets of the existing and proposed conditions (3 sheets total) o Channel and work isolation details (1 sheet total) o Project specific details of LWM structures showing installation instructions and quantities (2 sheets total). Draft specifications. Estimate of project construction cost. L Draft bid form. Prepare 85 percent design level draft final hydraulic design report. This will include addressing comments received on the preliminary hydraulic design report and advancement to the 85 percent design level. Comments received from the City on the draft final hydraulic design report will be addressed in the final hydraulic design report (Task 6.1). Subtask 4.2 - Geotechnical Design Support Update draft geotechnical report provided for 30% design to incorporate City comments and other updates that may be required by design progression. This will be the final geotechnical report for the project. Provide ongoing geotechnical consultation to support coordination meetings through the duration of the 85% preliminary design. Subtask 4.3 - Structural Design Support ■ Update 30% conceptual plans for 85% submittal: Drawings: o Layout and Elevation view of culvert o Section including general notes applicable to the structure o Wingwall Plan, Elevation and Section sheet • Draft specifications for contractor developed and installed culvert/structure. • Estimate of project construction cost. • Draft bid form table. Subtask 4.4 - Roadway and Trail Design Support ■ Prepare 85 percent design level engineering submittal including: ■ Roadway and Trail Designs to be shown on the following plan sheets: o Site preparation and TESC plan (1) o Typical Sections and Details (2) o Site Plan (1) o Grading Plan (1) o Wall Plan, Profile, and Details (2) o Landscaping Plan and details (including plant selection schedule) (2) ■ Draft specifications. ■ Estimate of project construction cost. ■ Draft bid form table. s Prepare brief 85 percent design email summarizing and documenting design standards and decisions applied to the design. ■ Support the City with coordinating the required utility relocations and/or protections. Assumptions # Signed and stamped wall designs shall be developed using pre -designed and proprietary wall systems with precast wall units. This does not include structurally stamped calculations and/or support the design of a non-proprietary wall system. ■ Special provisions will be developed from and based upon a City provided "Boilerplate" specification document. ■ Final utility designs will be completed and provided by the individual utility owners. ■ Potholes will be completed and provided by the individual utility owners. ■ Stormwater management for the Non -Motorized trail is being done separately by another City led project and will not be completed as part of this scope. Deliverables v 85% Design Package, including draft bid form, specifications, drawings, and cost estimate. w Draft Final Hydraulic Design Report n Final Geotechnical Report Task 5.0 - 100% Final Design, Bid Specifications and Bid Support Consultant will develop a 100% Final Design Package, including Bid Specifications and Bid Support. Subtask 5.1- Hydraulic Design Prepare 100 percent design submittal for stream elements, including final bid -ready bid form, drawings, specifications, and estimate of construction cost. i Address comments on Draft Final Hydraulic Design Report, update to 100% design level and prepare Final Hydraulic Design Report. Subtask 5.2 - Geotechnical Design Support a Provide ongoing geotechnical consultation to support coordination meetings through the duration of the 100% preliminary design. Subtask 5.3 - Structural Design Support a Prepare 100 percent design submittal for structural elements, including final bid -ready bid form table, drawings, specifications, and estimate of construction cost. Subtask 5.4 - Roadway and Trail Design Support ■ Prepare 100 percent design submittal for TESC, road, trail, grading, landscaping, elements, utility elements (where applicable) including final bid -ready bid form, drawings, specifications, and estimate of construction cost. Subtask 5.5 - Bidding Support ■ Provide assistance during the bidding process to include responding to bidders' questions, providing clarifications and preparing written record of the bidder's telephone conversation. a Prepare up to two (2) addenda as required. Activities Support the City during bidding process by attending pre -bid meeting and assisting City with responding to bidder questions and preparing addenda. Assumptions a The City will prepare the bid package including instructions to bidders, contract, general conditions, bid forms except bid form table, and other administrative items and specifications. i The final (100 percent) designs will only require minor revisions from the 85 percent level design. Major revisions may require additional budget. The City will lead and complete bidding and change order negotiation and preparation, and overall construction management (including correspondence with the contractor, review of pay requests and close-out). GeoEngineers can provide additional bidding support (such as due to unusual events, a challenging contractor or extensive/ detailed issues) under a supplemental scope of services. Deliverables 100% Final Design Package with Bid Form, Drawings, Specifications, and final engineer's estimate of construction cost. Final Hydraulic Design Report Task 6.0 - Environmental Permitting This task will be completed by GeoEngineers. Consultant will develop permit applications and supporting materials, as well as act as authorized agent on behalf of the City to submit and apply for applicable permits for the project, including: Subtask 6.1- Aquatic Areas Assessment This purpose of this task is to perform an initial review of potential critical areas and other permitting considerations. Complete a review of relevant City, state and/or federal regulatory code and guidance documents governing aquatic areas, critical areas and/or other sensitive areas that may affect permit requirements of proposed projects within the basin. Complete a review of City, county, state and/or federal databases that may identify regulated aquatic areas (Waters of the United States [U.S.] and/or Waters of the State) subject to regulation under local, state or federal rules; identify applicable stream type and buffer requirements. Complete a field delineation of the Ordinary High Water Mark (OHWM) of Redondo Creek from the existing culvert at the project site upstream to the next culvert near Dash Point Road. OHWM flags will be placed along the stream channel delineating the regulated aquatic area from surrounding uplands and riparian buffers. These flags will be incorporated into the survey basemap for the project (see Task 3.1). Subtask 6.2 - Environmental Documentation r. Prepare a technical memorandum documenting the results of our Aquatic Areas Assessment, including delineation of the OHWM of Redondo Creek (see Task 7.1 above). w Develop a No Effect Biological Evaluation for submission with permit applications to document compliance with the Endangered Species Act. Develop a Cultural Resources Survey (CRS) Report for compliance with Section 106 of the National Historic Preservation Act. This survey and report will be subcontracted to a specialty provider. Subtask 6.3 - Permit ApplicationF Prepare a Joint Aquatic Resources Permit Application (DARPA) Form and associated drawings for use in submitting applications to the City, State (WDFW and/or Department of Ecology) and Federal (U.S. Army Corps of Engineers) permitting agencies for aquatic permits. Complete a Section 401 Water Quality Certification Pre -filing Form for submittal to the Washington State Department of Ecology. Subtask 6.4 - Permit Submittal and Coordination tq Section 401 Water Quality Certification Pre -filing form will be submitted to Washington Department of Ecology. 7 JARPA Form and Drawings and Critical Areas Report will be submitted to WDFW for HPA review. ■ JARPA Form and Drawings, Critical Areas Report, No Effect Biological Evaluation, and CRS Report will be submitted to the USACE to obtain a Nationwide Permit under their authority to administer Section 404 of the Clean Water Act. Track permit submittal, review and approval schedule and progress during the permit review periods. ■ Coordinate with the Corps, WDFW and federal ESA agencies during permit review periods and respond to questions and requests for more information from these agencies. Critical Areas Permit Application components will be provided to City for internal documentation and use. Subtask 6.5 - Design Coordination and Support ■ Provide consultation to other members of the design team during design development addressing permit restrictions and requirements that may influence alternative designs or design details during advancement. Support landscape design including identifying appropriate native planting palette for restoration of construction impacts within the riparian buffer of Redondo Creek. Assumptions Wetlands, regulated Fish & Wildlife habitat areas, and other critical areas were reviewed by KPFF during development of the current trail design and were documented to be absent from the trail corridor, other than stream fish habitat. It is assumed that there are no wetlands, other Fish & Wildlife habitats, or other critical areas present at the stream crossing or construction/grading limits upstream or downstream from the crossing and that no further documentation will be required. Wetland assessment/delineation is therefore not included in this scope. The OHWM of Redondo Creek was delineated by KPFF downstream of the culvert as part of the trail project. We assume no additional stream OHWM delineation will be required downstream of the culvert. Our scope includes additional OHWM delineation upstream of the culvert, which was not delineated by KPFF. Project can be characterized as restoration and habitat enhancement and is, therefore, not anticipated to have adverse effects on regulated critical areas or other protected species or habitats; habitat mitigation planning and design is not anticipated to be needed. ■ The project will qualify for a Fish Enhancement HPA; therefore, SEPA compliance and other local permits, including site development and/or clearing and grading will be waived. Permit applications will be developed based on the 30% design submittal and will be advanced concurrent to advancement toward 85% design. For some critical elements of the design, permit applications may use designs that have been advanced beyond the 30% level; however, it is anticipated that all permit applications will be submitted before the 85% design is complete. ■ GeoEngineers will act as authorized agent for federal and state permit authorizations, such as those required from the U.S. Army Corps of Engineers, Washington Department of Fish & Wildlife and Washington Department of Ecology. GeoEngineers will provide supporting documentation for coordination with the local permit planning department; however, City will act as applicant and lead the internal application process for City -issued permits, if required. There is no state-owned aquatic land within the project footprint; an Aquatic Lands Lease will not be required from the Washington Department of Natural Resources. Deliverables Aquatic Areas Delineation Report No Effect Biological Evaluation Cultural Resources Survey (CRS) Report JARPA Application Ecology 401 Water Quality Pre -filing Meeting Request Form Copies of each electronic permit application submittal Permits received will be scanned and copies provided to the City Attachments: Consultant Fee Estimate - GeoEngineers, Inc. Schedule of Charges - 2021 Redmond -Seattle -Tacoma CRC Scope of Work 3 of 4 Project Deliverables CRC will provide the following project components as part of this cultural resources assessment. Task 1- Background Research CRC will conduct a search on Washington Department of Archaeology and Historic Preservation's (DAHP) WISAARD system to identify recorded historic built environment, historic register listed properties, archaeological sites, cemeteries, and previously completed cultural resources assessment in proximity to the project location. CRC will review pertinent environmental, archaeological, ethnographic, and historical information appropriate to the project location from a variety of available resources. The goal of background research is to provide contextual information regarding the natural environment and cultural use of the project location, identify recorded cultural resources, and determine the potential for as -yet unrecorded cultural resources to be encountered during proposed project actions. Task 2 - Tribal Contact CRC will contact the cultural resources staff of tribes that may have an interest in or information regarding the project location. This communication is intended to inform the cultural resources assessment and does not constitute government- to- government consultation. Copies of this correspondence and received responses will be included as an attachment in the cultural resources assessment Task 3 - Field Identification CRC will conduct field investigations of the project location to identify archaeological and historical resources. Investigation will include pedestrian survey and subsurface excavation in amenable environments that have the potential to contain buried archaeological deposits. Methods will be consistent with DAHP guidelines. Task 4 - Documentation of Findings CRC will document and record identified archaeological and historic sites within the pro) ect location on DAHP archaeological and/or historic site(s) forms. All identified resources will be photo -documented and recorded in the field. Archaeological materials or deposits will be documented and reburied, if appropriate, within the find location. Cultural resources will be evaluated for significance following local, state, and/or national significance as appropriate based on the proj ect's regulatory nexus. Documentation will be consistent with DAHP standards and will be completed on DAHP's WISAARD system. Task 5 - Cultural Resources Assessment Report CRC will prepare a technical memo describing background research, field methods, results of investigations, and management recommendations. The report will provide supporting documentation of findings, including maps and photographs, and will conform to DAHP reporting standards and the appropriate requirements based on the regulatory nexus. Report and support materials will be provided electronically in PDF format. An inadvertent discovery protocol and primary contacts will be provided as an attachment in the assessment This task includes one round of consolidated comments from the client prior to the submission of the final report to DAHP. CRC will assist the client in submitting the cultural resources assessment and any associated documentation to DAHP, via their WISAARD system. P.O. Box 4159 Cultural Resource Consultants Seattle, WA 98194 206 855-9020 — www.crcwa.com 4! CITY OF L, Federal Way EXHIBIT B COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253)835-7000 www. cityoffederatway. com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Two Hundred Sixty Eight Thousand, Seven Hundred Seventy Three and 00/100 Dollars ($268,773.00). 2. Method of Compensation: Hourly rate In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rates for Contractor and their Subcontractor's personnel as shown on the attached Fee Estimates and Schedule of Charges. Reimbursable Ex e� nses The actual customary and incidental expenses incurred by Contractor and their Subcontractors in performing the Services including vehicle mileage, cultural resource report, utility locates, drilling, plan reproductions, and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion. 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E °� E c� m n u n K m ^� L) m E E ti_a u) ❑ to ❑ m to ❑_ E m c'> N o 3 W E m tNjG 0) d C .Q N N C N C 90 N Q C N C h0 C N (� j� C m N Q C r'p�j (o F o LL N a O p O .'p C W 0 U C a0+ m F n (n •m c o m '-' p c o (0 p c °� o p c n n «� c N o c o E -o o m m V) c c L¢ �T U > fl0 T bB YI p U C lO m h0 ❑ m m p ._ m n m E¢ d E co n n J U N o V a c O m '- C7 N (` > U 3 ❑ E cLi Y ...i 3 ❑ U U 3� (Li O 3 m G _.¢.+ .m+ cr ii U N 01 c O) c O) i D N O ? [0 O ` t0 O p O ` (0 > > > UI T W J V p m ` .to 0 [1 N C7 N t0 ¢ N ❑ O m T = in O of O cn T 2 N 0 fn O m u) Go T m o C7 (n O O ai 2 C7 m O 0_ Co C w CT ¢ C w UI d N [L 41 ❑ 2 N c W V 9 No O N y c A N m 0 ci N In (D O -i N m V 0 -1 N m V O N m't m U In CI R) M coh c Ol ch M cv) M c d' V '7 V In L6 L6 Ld (n Ld to c0 co w c0 (D = m m O A O jp T = a a H li N N CRC Scope of Work 4 of 4 * No cultural resources study can wholly eliminate uncertainty regarding the potential for prehistoric sites, historic properties or traditional cultural properties to be associated with a project The information we will present within our reports is based on our years of experience and professional opinions derived from the analysis and interpretation of the documents, records, literature, and information we are able to identify and use within our report, and during our field investigation and observations to be conducted in the process of preparing our technical report The conclusions and recommendations we present will apply to the project conditions existing at the time of our study and those reasonably foreseeable. Project Fee Please Note: The time frame and fee for services quote zr rvliel for 45 days. The fee for services described above is anticipated to be less than * CRC will email monthly invoices. * Payment for work completed is due upon receipt of invoice. This Agreement expires on 31 December 2021. Related records will be retained through 2024. 2,720.00 To help meet the regulatory needs of our clients, effective immediately, CRC is implementing an annual records retention fee for any contract requiring annual updates, including certificates of insurance, over a period of two or more (2+) years. The records retention fee will be invoiced annually in December and will include a project area review by, or supervised by, CRCs principal investigator for any known and/or recently recorded archaeological and historical structures recorded on the Washington State WISAARD database. In addition to the updated certificates of insurance, CRC will provide an updated table of cultural resources (archaeological and historical) within a one-half mile radius of your project area and, if necessary, an updated inadvertent discovery protocol for your project Annual records retention fees are $500.00/year. GeoEngineers David Conlin 1101 Fawcett Avenue, Suite 200 Tacoma, WA 98402 Name/Tide: Date: Cultural Resource Consultants Margaret Berger P.O. Box 4159 Seattle, WA 98194 Margaret Berger, Principal Date: P.O. Box 4159 Cultural Resource Consultants Seattle, WA 98194 206 855-9020 — www.crcwa.com Schedule of Charges - 2021 COMPENSATION Our compensation will be determined on the basis of time and expenses in accordance with the following schedule unless a lump sum amount is so indicated in the proposal or services agreement. Current rates are: Professional Staff Staff 1 Scientist $ 120/hour Staff 1 Engineer $ 127/hour Staff 2 Scientist $ 138/hour Staff 2 Engineer $ 145/hour Staff 3 Scientist $ 158/hour Staff 3 Engineer $ 164/hour Scientist 1 $ 182/hour Engineer 1 $ 188/hour Scientist 2 $ 188/hour Engineer 2 $ 193/hour Senior Engineer/Scientist 1 $ 210/hour Senior Engineer/Scientist 2 $ 231/hour Associate $ 246/hour Principal $ 266/hour Senior Principal $ 293/hour Technical Support Staff Administrator 1 $ 86/hour Administrator 2 $ 98/hour Administrator 3 $ 112/hour CAD Technician $ 110/hour CAD Designer $ 126/hour CAD Design Coordinator $ 145/hour GIS Analyst $ 145/hour Senior GIS Analyst $ 160/hour GIS Coordinator $ 180/hour *Technician $ 93/hour *Senior Technician $ 112/hour *Lead Technician $ 120/hour *Hours in excess of 8 hours in a day or 40 hours in a week will be charged at one and one-half times the hourly rates listed above. Contracted professional and technical services will be charged at the applicable hourly rates listed above. Staff time spent in depositions, trial preparation and court or hearing testimony will be billed at one and one-half times the above rates. Time spent in either local or inter -city travel, when travel is in the interest of this contract, will be charged in accordance with the foregoing schedu le. A surcharge may be applied to night and weekend work. See proposal for details. Rates for data storage and web -based access will be provided on a project -specific basis. Schedule —Redmond -Seattle -Tacoma - 2021 G EO E N G I N E E RS Redmond -Seattle -Tacoma Schedule of Charges 2021 Page 2 of 2 Equipment Air Sparging Field Test, per day $ 100.00 Air/Vapor Monitoring Equipment (PID, 5-Gas Meter), per day $ 100.00 Asbestos Sample Kit $ 25.00 Blastmate, per day $ 100.00 D&M Sampler, per day $ 80.00 DO (Dissolved Oxygen) Kit $ 20.00 Dynamic Cone Penetrometer, per day $ 40.00 E-Tape (Electric Tape), per day $ 25.00 Field Data Acquisition Equipment $ 50.00 Field Gear/ Reconnaissance, per day $ 50.00 Gas Detection Meters, per day $ 100.00 Generator, per day $ 100.00 Groundwater Pressure Transducer w/ Datalogger, per day $ 50.00 Groundwater Pressure Transducer w/ Datalogger, per week $ 200.00 Hand Auger, per day $ 20.00 Inclinometer Probe, per day, 1/2 day minimum $ 200.00 Interface Probe, per day $ 50.00 Iron Test Kit $ 20.00 Laser Level, per day $ 50.00 Low Flow Groundwater Sampling Equipment, per day $ 225.00 Multiparameter Water Quality Meter, per day $ 80.00 Nuclear Density Gage, per hour, 1/2 day minimum $ 10.00 Peristaltic Pump, per day $ 50.00 pH Probe, per day $ 15.00 PID, FID or OVA, per day $ 100.00 Saximeter, per day $ 50.00 Scuba Diving Gear, per day/per diver $ 250.00 Shallow Soil Exploration Equipment, per day $ 50.00 Soil Field Screening Equipment, per day $ 15.00 Soil Sample Kit $ 15.00 Steam Flow Meter, per day $ 15.00 Strain Gauge Readout Equipment, per day $ 50.00 Surface Water Flow Meter, per day, 1/2 day minimum $ 50.00 Surface Water Quality Monitoring Equipment, per day $ 50.00 Turbidity Meter, per day $ 30.00 Vehicle usage, per mile, or $30/half-day, whichever is greater $ 0.65 Specialized and miscellaneous field equipment, at current rates, list available upon request. OTHER SERVICES, SUPPLIES AND SPECIAL TAXES Charges for services, equipment, supplies and facilities not furnished in accordance with the above schedule, and any unusual items of expense not customarily incurred in our normal operations, are charged at cost. This includes shipping charges, subsistence, transportation, printing and reproduction, miscellaneous supplies and rentals, surveying services, drilling equipment, construction equipment, watercraft, aircraft, and special insurance which may be required. Taxes required by local jurisdictions for projects in specific geographic areas will be charged to projects at direct cost. Per diem may be charged in lieu of subsistence and lodging. Routinely used field supplies stocked in-house by GeoEngineers, at current rates, list available upon request. In-house testing for geotechnical soil characteristics at current rates, list available upon request. All rates are subject to change upon notification. GEOENGINEERS Laboratory Schedule of Charges - 2021 Type of Test Unit Price Soil Index and Classification Tests Soil Description (ASTM D 2488) $ 16 Moisture Content Oven (ASTM D 2216) $ 20 Moisture/Density (ASTM D 7263, D 2937) Rings $ 40 Shelby Tubes, waxed chunk $ 50 Tubes (liners), chunk $ 50 Particle Size Analysis Percent Passing No. 200 (ASTM D 1140) $ 90 Sieve (ASTM D 422, D 6913, C 136 includes minus 200 Wash, Dry Sieve) $ 130 Gravel Sieve (ASTM D 422, D 6913, C 136 includes minus 200 Wash, Dry Sieve) $ 200 Hydrometer Only (ASTM D 422, minus #10 fraction) $ 160 Combined Sieve and Hydrometer (ASTM D 422-63) $ 260 Combined Gravel Sieve and Hydrometer (ASTM D 422-63) $ 330 Organic Content (ASTM D 2974) $ 80 Specific Gravity (ASTM D 854) $ 90 Atterberg Limits (ASTM D 4318) $ 190 Nonplastic $ 120 Organic $ 100 Porosity (includes Moisture Content, Dry Density, and Specific Gravity) (ASTM D 7263) $ 130 Compaction (ASTM D 698/D 1557, AASHTO T 99/T 180, Methods A, B and C) Granular/Cohesive (1 Point) $ 110 Granular (4 Point) $ 285 Cohesive (4 Point) $ 300 Shrinkage Factors of Soils by Wax Method (ASTM D 4943) $ 70 Strength and Consolidation Tests Triaxial Compression Unconfined Comp. Strength - UCS (ASTM D 2166) $ 130 Unconsolidated Undrained - UU (ASTM D 2850) $ 250 Unconsolidated Undrained (back pressure saturation) $ 480 Consolidated Undrained - CU (ASTM D 4767) with pore pressure measurement $ 600 Consolidated Drained - CD (Army Corps of Engineers EM 1110-2-1906 Appendix X) $ 650 Consolidated Undrained or Consolidated Drained (3 points, staged) $ 1,500 Consolidation (ASTM D 2435) With 2 timed load increments $ 650 Additional timed load increments, each $ 60 Constant Rate of Strain Consolidation (ASTM D 4186) $ 675 One -Dimensional Swell (ASTM D 4546) Method A $ 1,200 Method B $ 450 Method C $ 650 CBR, 1 point with Proctor (ASTM D 1883) $ 500 Additional points, each $ 150 Corrosion Tests Soil Resistivity (ASTM G 187) $ 65 pH of Soil (ASTM D 4972 / G 51) $ 40 Soluble Sulfates (US EPA 375.4) $ 50 Sulfides $ 45 Ductile Iron Pipe Research Association 10 Point Soil Evaluation Procedure (ANSI/ANSW C105/A21.5). Includes evaluation of resistivity, pH, Redox potential, sulfides and $ 155 moisture) Schedule_ Lab_ Inside_Charges_Redmond-Seattle-Tacoma-Portland - 2021 GEOENGI NEERS� Redmond•Seattle-Tacoma-Portland _Inside Ladoratory_Schedule of Charges 2021 Page 2 of 2 Type of Test Unit Price Permeability Tests Can stant or falling head in rigid wall permeameter (ASTM D 2434. D 5856) $ 325 In triaxial cell with back pressure saturation (ASTM ❑ 5084) $ 700 Soil Sample Preparation Extrusion - Extrude and log (visual classification) Shelby tube sample $ 65 Remolding - Remolding a soli sample to desired moisture and density $ 42 - 105 Soil - $ Hourly- Cement/Lime Treatment negotiated Aggregate and Rock Tests Unconfined Compression Test (ASTM D 7012) One test only $ 120 More than one test $ 100 Percent of Fracture (WSDOT 103) $ 60 Sand Equivalent (AASHTO T 176) S .90 Specific Gravity. Fine/Coarse Aggregate (ASTM C 127, C 128) $ 75/120 Point Load Test or Rack Core (ASTM D5731) $ 75 Concrete, Mortar and Grout Tests Concrete Cyl (strip, log, cure, break, report) $ 35 Mortar Cyl (strip, log, cure, break, report) $ 35 Grout Cyl (strip, log, cure, break, report) $ 35 Grout Cubes (strip, log, cure, break, report) $ 30 *Please contact us regarding test procedures which are not listed or for tests on contaminated soils. Negotiated unit rates or hourly rates will be charged far these procedures. "Not WABO-certified. GE4ENGfNEERSr,) .4 STATE OF WASH1NGTON Department of Labor & Industries Certificate of Workers' Compensation Coverage WA UBI No. L&I Account ID Legal Business Name Doing Business As Workers' Comp Premium Status: Estimated Workers Reported (See Description Below) Account Representative Licensed Contractor? License No. License Expiration December 8, 2021 600 375 010 429,351-00 GEOENGINEERS INC GEOENGINEERS INC Account is current. Quarter 3 of Year 2021 "Greater than 100 Workers" Employer Services Help Line, (360) 902-4817 Yes GEOENI*110JE 05/09/2023 What does "Estimated Workers Reported" mean? Estimated workers reported represents the number of full time position requiring at least 480 hours of work per calendar quarter. A single 480 hour position may be filled by one person, or several part time workers. Industrial Insurance Information Employers report and pay premiums each quarter based on hours of employee work already performed, and are liable for premiums found later to be due. Industrial insurance accounts have no policy periods, cancellation dates, limitations of coverage or waiver of ✓MM�VvJM\�V�� �✓�.. ISM S 1 .16.1 90}. Terra Insurance Company (A Risk Retention Group) TERRA Two Fifer Avenue, suite too INSURANCE COMPANY Corte Madera, CA 94925 DATE CERTIFICATE OF INSURANCE 12/08/21 CERTIFICATE HOLDER City of Federal Way Attn: Christine Mullen, PE 33325 8th Avenue South Federal Way, Washington 98003-6325 This certifies that the "claims made" insurance policy (described below by policy number) written on forms in use by the Company has been issued. This certificate is not a policy or a binder of insurance and is issued as a matter of information only, and confers no rights upon the certificate holder. This certificate does not alter, amend or extend the coverage afforded by this policy. The policy of insurance listed below has 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 policy described herein is subject to all the terms, exclusions and conditions of such policy. Aggregate limits shown may have been reduced by paid claims. TYPE OF INSURANCE Professional Liability POLICY NUMBER EFFECTIVE DATE EXPIRATION DATE 221019 01/01/21 12/31/21 LIMITS OF LIABILITY $2,000,000 EACH CLAIM $2,000,000 ANNUAL AGGREGATE PROJECT DESCRIPTION 2207-018-00 Project #34293 - Redondo Creek Culvert Replacement CANCELLATION: If the described policy is cancelled by the Company before its expiration date, the Company will mail written notice to the certificate holder thirty (30) days in advance, or ten (10) days in advance for non-payment of premium. If the described policy is cancelled by the insured before its expiration date, the Company will mail written notice to the certificate holder within thirty (30) days of the notice to the Company from the insured. NAME AND ADDRESS OF INSURED GeoEngineers, Inc. 1101 S. Fawcett Avenue, Suite 200 Tacoma, WA 98402 ISSUING COMPANY: TERRA INSURANCE COMPANY (A Risk Retention Group) President GEOENINC2 Client#: 326119 ACORD;:, CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 12/08/2021 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 any rights to the certificate holder in lieu of such endorsement(s). PRODUCER USI Insurance Services NW CL CONTACT NAME: Please See Below: H ZIN o 206 441-6300 FALAI X, No ; 610-362-8530 601 Union Street, Suite 1000 , o&s , Seattle.PLCertRequest@usl.com Seattle, WA 98101 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Hartford Fire Insurance Company 19682 INSURED INSURER B: Hartford Casualty Insurance Company 29424 GeoEngineers, Inc. Hartford - WC Multiple Issuing Cos INSURER C : P g 00914 17425 NE Union Hill Road, Suite 250 Redmond, WA 98052 INSURER D INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY 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. LT R LTR TYPE OF INSURANCE ADDL IiNSR UB V POLICY NUMBER MWDDIYYYY MMIDDIYYYy LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE IX1U OCCUR X X 52UUNOLS662 06/30/2021 06/30/2022 EEAApCHHp��,OCTCUR��RENCE $1 000000 PREMIS SOEaE�currDen.g $300 000 MED EXP (Any one person) $1 O OOO PERSONAL & ADV INJURY $1 OOO 000 q.LAGGREII��GATELIMITAPPLIESPER: POLICY PRO ECT LOC OTHER: GENERAL AGGREGATE $2,000,000 PRODUCTS -COMP/OP AGG $ 2,000,000 $ B AUTOMOBILE LIABILITY X ANY AUTO OWNED SCHEDULED AUTOS ONLYNAUTOS HIRED NON -OWNED X AUTOS ONLY AUTOS ONLY X X 52UENOL5663 36/30/2021 06/30/202 amyl aBOrSINGLE LIMIT $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTYDAMAGE Peraccident $ B X UMBRELLA LIAR EXCESS LIAB X OCCUR CLAIMS -MADE X X 52XHUOL5664 (Follow Form) 06/30/2021 06/30/2022 EACH OCCURRENCE $1 OOO 000 AGGREGATE $1 OOO 000 DIED I X RETENTION S1 O O0O $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITYUTZ ANY PROPRIETORIPARTNERIEXECUTIVE Y / N OFFICERIMEMBER EXCLUDED? � (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A X 52WEOL6H8D Includes: StopGap/MEL/USL&H 06/30/2021 06/30/202 X PER OTH- ER E.L.EACH ACCIDENT $1 OOO O00 E.L. DISEASE - EA EMPLOYEE $1 000 000 E.L DISEASE - POLICY LIMIT $1 OOO OOO DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) "Please Note: The limits shown above may not represent the full limits of coverage carried by the Named Insured, but are shown as evidence that coverage is carried with the limits at least as high as is required by contract " RE: GeoEngineers Project No.: 2207-018-00, Project Name: Project #34293 Redondo Creek Culvert Replacement, (See Attached Descriptions) LtFI I Ir-IL A I G r1ULU r-h LNIVLCLL.A I ILJN City of Federal Way SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE y y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 33325 8th Avenue South ACCORDANCE WITH THE POLICY PROVISIONS. Federal Way, WA 98003-6325 AUTHORIZED REPRESENTATIVE [tea. 4., ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) 1 of 2 The ACORD name and logo are registered marks of ACORD #S34249510/M32439113 DDKZP DESCRIPTIONS (Continued from Page 1) Project Location: City of Federal Way, Washington. The General Liability and Automobile Liability policies include an automatic Additional Insured endorsement that provides Additional Insured status to City of Federal Way, its elected officials, officers, employees, agents, representatives, insurers, attorneys and volunteers, only when there is a written contract that requires such status, and only with regard to work performed by or on behalf of the named insured. The General Liability Includes Additional Insured coverage for Ongoing and Completed Operations, when required by written contract. The General Liability and Automobile Liability policies contain a special endorsement with Primary and Noncontributory wording, when required by written contract. The General Liability, Automobile Liability and Workers Compensation policies provide a Waiver of Subrogation when required by written contract. The Umbrella Liability policy follows form of underlying liability. The General Liability, Automobile Liability and Workers Compensation policies include an endorsement providing that 30 days notice of cancellation will be given to the Certificate Holder by the Insurance Carrier. SAGITTA 25.3 (2016/03) 2 of 2 #S34249510/M32439113 POLICY NUMBER: 52 UUN OL5662 COMMERCIAL GENERAL LIABILITY CG20101001 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: AS REQUIRED BY WRITTEN CONTRACT (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. Section II — Who Is An Insured is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. B. With respect to the insurance afforded to these additional insureds, the following exclusion is added: 2. Exclusions This insurance does not apply to "bodily in- jury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the addi- tional insured(s) at the site of the cov- ered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than an- other contractor or subcontractor en- gaged in performing operations for a principal as a part of the same project. CG 20 10 10 01 Copyright, Insurance Services Office, Inc., 2000 Page 1 of 1 POLICY NUMBER: 52 UUN OL5662 COMMERCIAL GENERAL LIABILITY CG 20 37 10 01 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: As Required by Written Contract Location And Description of Completed Operations: As Required by Written Contract Additional Premium: (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) Section II — Who Is An Insured is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" at the location designated and described in the schedule of this endorsement performed for that insured and included in the "products -completed operations hazard". CG 20 37 10 01 © ISO Properties, Inc., 2000 Page 1 of 1 0 POLICY: 52UUNOL5662 AI.PNC.WOS.SI.OngOps.CO COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. (1) The "bodily injury" or "property damage" is Read the entire policy carefully to determine rights, caused by an "occurrence" that takes duties and what is and is not covered. place in the "coverage territory"; Throughout this policy the words "you" and "your" (2) The "bodily injury" or "property damage" refer to the Named Insured shown in the occurs during the policy period; and Declarations, and any other person or organization (3) Prior to the policy period, no insured listed qualifying as a Named Insured under this policy. The under Paragraph 1. of Section II — Who Is words "we", "us" and "our" refer to the stock An Insured and no "employee" authorized insurance company member of The Hartford by you to give or receive notice of an providing this insurance. "occurrence" or claim, knew that the The word "insured" means any person or "bodily injury" or "property damage" had organization qualifying as such under Section II — occurred, in whole or in part. If such a Who Is An Insured. listed insured or authorized "employee" Other words and phrases that appear in quotation knew, prior to the policy period, that the marks have special meaning. Refer to Section V — "bodily injury" or "property damage" Definitions. occurred, then any continuation, change or resumption of such "bodily injury" or SECTION I —COVERAGES "property damage" during or after the COVERAGE A BODILY INJURY AND PROPERTY policy period will be deemed to have been DAMAGE LIABILITY known prior to the policy period. 1. Insuring Agreement c. "Bodily injury" or "property damage" will be a. We will pay those sums that the insured deemed to have been known to have becomes legally obligated to pay as damages occurred at the earliest time when any because of "bodily injury" or "property insured listed under Paragraph 1. of Section II damage" to which this insurance applies. We — Who Is An Insured or any "employee" will have the right and duty to defend the authorized by you to give or receive notice of insured against any "suit" seeking those an "occurrence" or claim: damages. However, we will have no duty to (1) Reports all, or any part, of the "bodily defend the insured against any "suit" seeking injury" or "property damage" to us or any damages for "bodily injury" or "property other insurer; damage" to which this insurance does not (2) Receives a written or verbal demand or apply. We may, at our discretion, investigate claim for damages because of the "bodily any "occurrence" and settle any claim or "suit" injury" or "property damage"; or that may result. But: (3) aware by any other means that (1) The amount we will pay for damages is ,Becomes bodily injury or property damage has limited as described in Section III — Limits occurred or has begun to occur. Of Insurance; and d. Damages because of "bodily injury" include (2) Our right and duty to defend ends when damages claimed by any person or we have used up the applicable limit of organization for care, loss of services or insurance in the payment of judgments or death resulting at any time from the "bodily settlements under Coverages A or B or injury". medical expenses under Coverage C. e. Incidental Medical Malpractice And Good No other obligation or liability to pay sums or Samaritan Coverage perform acts or services is covered unless explicitly provided for under Supplementary ' Bodily injury arising out of the rendering of Payments — Coverages A and B. or failure to render the following health care b. This insurance applies to "bodily injury" and services by any "employee" or "volunteerworker" shall be deemed to be caused by an "property damage" only if: "occurrence" for: HG 00 01 09 16 Page 1 of 21 © 2016 The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) (1) Professional health care services such as: (a) Medical, surgical, dental, laboratory, x- ray or nursing services or treatment, advice or instruction, or the related furnishing of food or beverages; (b) Any health or therapeutic service, treatment, advice or instruction; or (c) The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances; or (2) First aid services, which include: (a) Cardiopulmonary resuscitation, whether performed manually or with a defibrillator; or (b) Services performed as a Good Samaritan. For the purpose of determining the limits of insurance, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence". However, this Incidental Medical Malpractice And Good Samaritan Coverage provision applies only if you are not engaged in the business or occupation of providing any of the services described in this provision. 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract'; and (b) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in: (a) The supervision, hiring, employment, training or monitoring of others by that insured; or (b) Providing or failing to provide transportation with respect to any person that may be under the influence of alcohol; if the "occurrence" which caused the "bodily injury" or "property damage", involved that which is described in Paragraph (1), (2) or (3) above. However, this exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises, for consumption on your premises, whether or not a fee is charged or a license is required for such activity, is not by itself considered the business of selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. e. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: Page 2 of 21 HG 00 01 09 16 (a) Employment by the insured; or the handling, storage, disposal, (b) Performing duties related to the processing or treatment of waste; conduct of the insured's business; or (c) Which are or were at any time (2) The spouse, child, parent, brother or sister transported, handled, stored, treated, of that "employee" as a consequence of disposed of, or processed as waste by Paragraph (1) above. or for: This exclusion applies: (1) Any insured; or (1) Whether the insured may be liable as an (ii) Any person or organization for employer or in any other capacity; and whom you may be legally responsible; (2) To any obligation to share damages with or repay someone else who must pay (d) At or from any premises, site or damages because of the injury. location on which any insured or any contractors or subcontractors working This exclusion does not apply to liability directly or indirectly on any insured's assumed by the insured under an "insured behalf are performing operations if the contract". "pollutants" are brought on or to the f. Pollution premises, site or location in connection (1) "Bodily injury" or "property damage" with such operations by such insured, arising out of the actual, alleged or contractor or subcontractor. However, threatened discharge, dispersal, seepage, this subparagraph does not apply to: migration, release or escape of (i) "Bodily injury" or "property damage" "pollutants": arising out of the escape of fuels, (a) At or from any premises, site or lubricants or other operating fluids location which is or was at any time which are needed to perform the owned or occupied by, or rented or normal electrical, hydraulic or loaned to, any insured. However, this mechanical functions necessary for subparagraph does not apply to: the operation of "mobile equipment" or its parts, if such fuels, lubricants (i) "Bodily injury" if sustained within a or other operating fluids escape building and caused by smoke, from a vehicle part designed to fumes, vapor or soot produced by hold, store or receive them. This or originating from equipment that exception does not apply if the is used to heat, cool or dehumidify "bodily injury" or "property damage" the building, or equipment that is arises out of the intentional used to heat water for personal discharge, dispersal or release of use, by the building's occupants or the fuels, lubricants or other their guests; operating fluids, or if such fuels, (ii) "Bodily injury" or "property damage" lubricants or other operating fluids for which you may be held liable, if are brought on or to the premises, you are a contractor and the owner site or location with the intent that or lessee of such premises, site or they be discharged, dispersed or location has been added to your released as part of the operations policy as an additional insured with being performed by such insured, respect to your ongoing operations contractor or subcontractor; performed for that additional ii "Bodilyinjury" or "property dams e" () g insured at that premises, site or sustained within a building and location and such premises, site or caused by the release of gases, location is not and never was fumes or vapors from materials owned or occupied by, or rented or brought into that building in loaned to, any insured, other than connection with operations being that additional insured; or performed by you or on your behalf (iii) "Bodily injury" or "property damage" by a contractor or subcontractor; or arising out of heat, smoke or fumes (iii) "Bodily injury" or "property damage" from a "hostile fire"; arising out of heat, smoke or fumes (b) At or from any premises, site or from a "hostile fire"; or location which is or was at any time (e) At or from any premises, site or used by or for any insured or others for location on which any insured or any contractors or subcontractors working HG 00 01 09 16 Page 3 of 21 directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants'; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured contract" for the ownership, maintenance or use of aircraft or watercraft; (5) "Bodily injury" or "property damage" arising out of: (a) The operation of machinery or equipment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged; or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment'; or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. I. War "Bodily injury" or "property damage", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage" to: Page 4 of 21 HG 00 01 09 16 (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III — Limits Of Insurance. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising from the use of elevators. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrowed equipment while not being used to perform operations at the job site. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products -completed operations hazard". k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. 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 if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury". p. Access or Disclosure Of Confidential Or Personal Information And Data -related Liability Damages arising out of: (1) Any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or (2) The loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, HG 00 01 09 16 Page 5 of 21 public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or (2) above. However, unless Paragraph (1) above applies, this exclusion does not apply to damages because of "bodily injury". As used in this exclusion, 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 which are used with electronically controlled equipment. q. Employment -Related Practices "Bodily injury" to: (1) A person arising out of any "employment — related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any "employment -related practices" are directed. This exclusion applies: (1) Whether the injury -causing event described in the definition of "employment - related practices" occurs before employment, during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. r. Asbestos (1) "Bodily injury" or "property damage" arising out of the "asbestos hazard". (2) Any damages, judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard'; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". s. Recording And Distribution Of Material Or Information In Violation Of Law "Bodily injury" or "property damage" arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3) The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or (4) Any federal, state or local statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. Damage To Premises Rented To You — Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h. and j. through n. do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit' seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our Page 6 of 21 HG 00 01 09 16 discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments — Coverages A and B. b. This insurance applies to "personal and advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. 2. Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by, at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury". b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral, written or electronic publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication, in any manner, of material whose first publication took place before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury' arising out of a breach of contract, except an implied contract to use another's "advertising idea" in your "advertisement". g. Quality Or Performance Of Goods — Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services. I. Infringement Of Intellectual Property Rights (1) "Personal and advertising injury" arising out of any actual or alleged infringement or violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, trade dress, service mark or other designation of origin or authenticity; or (2) Any injury or damage alleged in any clam or "suit" that also alleges an infringement or violation of any intellectual property right, whether such allegation of infringement or violation is made by you or by any other party involved in the claim or "suit", regardless of whether this insurance would otherwise apply. However, this exclusion does not apply if the only allegation in the claim or "suit" involving any intellectual property right is limited to: (1) Infringement, in your "advertisement", of: (a) Copyright; (b) Slogan; or (c) Title of any literary or artistic work; or (2) Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement". j. Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an insured whose business is: (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of web sites for others; or (3) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs a., b. and c. of the definition of "personal and advertising injury" under the Definitions Section. HG 00 01 09 16 Page 7 of 21 For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control. I. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags, or any other similar tactics to mislead another's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. n. Pollution -Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants'; or (2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". o. War "Personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. p. Internet Advertisements And Content Of Others "Personal and advertising injury" arising out of: (1) An "advertisement" for others on your web site; (2) Placing a link to a web site of others on your web site; (3) Content, including information, sounds, text, graphics, or images from a web site of others displayed within a frame or border on your web site; or (4) Computer code, software or programming used to enable: (a) Your web site; or (b) The presentation or functionality of an "advertisement" or other content on your web site. q. Right Of Privacy Created By Statute "Personal and advertising injury" arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r. Violation Of Anti -Trust law "Personal and advertising injury" arising out of a violation of any anti-trust law. s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities. t. Recording And Distribution Of Material Or Information In Violation Of Law "Personal and advertising injury" arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3) The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or (4) Any federal, state or local statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. Page 8 of 21 HG 00 01 09 16 u. Employment -Related Practices "Personal and advertising injury" to: (1) A person arising out of any "employment — related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any "employment -related practices" are directed. This exclusion applies: (1) Whether the injury -causing event described in the definition of "employment - related practices" occurs before employment, during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. v. Asbestos (1) "Personal and advertising injury" arising out of the "asbestos hazard". (2) Any damages, judgments, settlements, loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". w. Access Or Disclosure Of Confidential Or Personal Information "Personal and advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, X-ray and dental services, including prosthetic devices; and (3) Necessary ambulance, hospital, professional nursing and funeral services. 2. Exclusions We will not pay expenses for "bodily injury": a. Any Insured To any insured, except "volunteer workers". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of HG 00 01 09 16 Page 9 of 21 - any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products -Completed Operations Hazard Included within the "products -completed operations hazard". g. Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS — COVERAGES A AND B 1. We will pay, with respect to any claim we investigate or settle, or any "suit" against an insured we defend: a. All expenses we incur. b. Up to $1,000 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. c. The cost of appeal bonds or bonds to release attachments, but only for bond amounts within the applicable limit of insurance. 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 $500 a day because of time off from work. e. All court costs taxed against the insured in the "suit". However, such costs do not include attorneys' fees, attorneys' expenses, witness or expert fees, or any other expenses of a party taxed to the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract'; b. This insurance applies to such liability assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit'; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I — Coverage A — Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Page 10 of 21 HG 00 01 09 16 Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: a. We have used up the applicable limit of insurance in the payment of judgments or settlements; or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II — WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co -"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co -"employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (1)(b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services: (a) Subparagraphs (1)(a), (1)(b) and (1)(c) above do not apply to any "employee" or "volunteer worker" providing first aid services; and (b) Subparagraph (1)(d) above does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage" to property: (a) Owned, occupied or used by, (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only HG 00 01 09 16 - Page 11 of 21 with respect to duties as such. That representative will have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which such insured is also a named insured under another policy or would be a named insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co -"employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard". (1) The insurance afforded the vendor is subject to the following additional exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally Page 12 of 21 HG 00 01 09 16 undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person(s) or organization(s) from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. c. Lessors Of Land Or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. With respect to the insurance afforded these additional insureds the following additional exclusions apply: This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations performed by you or on your behalf. With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or HIS 00 01 09 16 Page 13 of 21 (2) 'Bodily injury" or "property damage" included within the "products -completed operations hazard". f. Any Other Party Any other person or organization who is not an additional insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In the performance of your ongoing operations; (2) In connection with your premises owned by or rented to you; or (3) In connection with "your work" and included within the "products -completed operations hazard", but only if (a) The written contract or agreement requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard". However: (1) The insurance afforded to such additional insured only applies to the extent permitted by law; and (2) If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the 'occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. The limits of insurance that apply to additional insureds is described in Section III — Limits Of Insurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE 1. The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products - completed operations hazard'; and c. Damages under Coverage B. 3. Products -Completed Operations Aggregate Limit The Products -Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products - completed operations hazard". 4. Personal And Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and Page 14 of 21 HG 00 01 09 16 b. Medical expenses under Coverage C because of all "bodily injury" and "property damage" arising out of any one "occurrence". 6. Damage To Premises Rented To You Limit Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of: a. The limits of insurance specified in the written contract or written agreement; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. Assistance And Cooperation Of The Insured You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insureds Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. e. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written HG 00 01 09 16 Page 15 of 21 contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or the additional insured is a partnership; (3) Any manager, if you or the additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or the additional insured is a corporation; (5) Any trustee, if you or the additional insured is a trust; or (6) Any elected or appointed official, if you or the additional insured is a political subdivision or public entity. This duty applies separately to you and any additional insured. 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work'; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I — Coverage A — Bodily Injury And Property Damage Liability; (5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j. of Section I - Coverage A - Bodily Injury And Property Damage Liability; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance Any other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also Page 16 of 21 HG 00 01 09 16 primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement, or permit that this insurance is primary and non- contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self -insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to HG 00 01 09 16 Page 17 of 21 impair them. At our request, the insured will other motor vehicle insurance law where it is bring "suit" or transfer those rights to us and licensed or principally garaged. help us enforce them. However, "auto" does not include "mobile b. Waiver Of Rights Of Recovery (Waiver Of equipment". Subrogation) 5. "Bodily injury" means physical: If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1) Radio; (2) Television; (3) Billboard; (4) Magazine; (5) Newspaper; or b. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or images contained in, on or upon the packaging or labeling of any goods or products; or b. An interactive conversation between or among persons through a computer network. 2. "Advertising idea" means any idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means: a. A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a compulsory or financial responsibility law or a. Injury; b. Sickness; or c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. 6. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory or in a settlement we agree to. 7. "Employee" includes a "leased worker". "Employee" does not include a "temporary worker". 8. "Employment -Related Practices" means: a. Refusal to employ that person; b. Termination of that person's employment; or c. Employment -related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimination or malicious prosecution directed at that person. 9. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 10. "Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be. Page 18 of 21 HG 00 01 09 16 11."Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a. It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the repair, replacement, adjustment or removal of "your product" or "your work", or your fulfilling the terms of the contract or agreement. 12. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner is subject to the Damage to Premises Rented To You Limit described in Section III — Limits of Insurance; b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road -beds, tunnel, underpass or crossing. However, Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 13. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 14."Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; b. While it is in or on an aircraft, watercraft or "auto"; or c. While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15."Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in a., b., c. or d. above that are not self-propelled and are maintained HG 00 01 09 16 _Page 19 of 21_ primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos". 16. "Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 17. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person or organization occupies, committed by or on behalf of its owner, landlord or lessor; d. Oral, written or electronic publication, in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written or electronic publication, in any manner, of material that violates a person's right of privacy; f. Copying, in your "advertisement", a person's or organization's "advertising idea" or style of "advertisement"; or g. Infringement of copyright, slogan, or title of any literary or artistic work, in your "advertisement". 18. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 19. "Products -completed operations hazard": a. Includes all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. b. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; (2) The existence of tools, uninstalled equipment or abandoned or unused materials; or (3) Products or operations for which the classification, listed in the Declarations or in a policy Schedule, states that products - Page 20 of 21 HG 00 01 09 16 completed operations are subject to the General Aggregate Limit. 20. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. As used in this definition, computerized or electronically stored data, programs or software are not tangible property. Electronic data means information, facts or programs: a. Stored as or on; b. Created or used on; or c. 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 which are used with electronically controlled equipment. 21."Suit' means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit' includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. 22. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. 23. "Volunteer worker" means a person who a. Is not your "employee"; b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 24. "Your product': a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 25. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work", and (2) The providing of or failure to provide warnings or instructions. HG 00 01 09 16 Page 21 of 21 POLICY NUMBER: 52UUNOL5662 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO DESIGNATED CERTIFICATE HOLDER SCHEDULE Number of Days Notice: Part A. 30 Part B: 10 Part C: 30 This policy is subject to the following additional Conditions when a number of days are shown in the Schedule for any of the above Parts. A. If this policy is cancelled by the Company, other than for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule, at least the number of days in advance of the cancellation effective date, as shown in Part A. B. If this policy is cancelled by the Company for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule within the number of days notice of the cancellation effective date, as shown in Part B. C. If this policy is cancelled by the insured, notice of such cancellation will be provided to the certificate holder in the Schedule, within the number of days notice of the cancellation effective date, as shown in Part C. Name of Certificate Holder: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT. Mailing Address: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN CONTRACT. If notice is mailed, proof of mailing notice to the certificate holder's mailing address as shown in the Schedule will be sufficient proof of notice. If the number of days notice in the schedule for any Part is left blank or is shown as zero, no notice will be provided to the Scheduled certificate holder under that Part. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Form IH 03 15 06 11 Page 1 of 1 ©2011, The Hartford POLICY: 52UENOL5663 AI.PNC.WOS COMMERCIAL AUTOMOBILE HA99160312 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply. 1. BROAD FORM INSURED A. Subsidiaries and Newly Acquired or Formed Organizations The Named Insured shown in the Declarations is amended to include: (1) Any legal business entity other than a partnership or joint venture, formed as a subsidiary in which you have an ownership interest of more than 50% on the effective date of the Coverage Form. However, the Named Insured does not include any subsidiary that is an "insured" under any other automobile policy or would be an "insured" under such a policy but for its termination or the exhaustion of its Limit of Insurance. (2) Any organization that is acquired or formed by you and over which you maintain majority ownership. However, the Named Insured does not include any newly formed or acquired organization: (a) That is a partnership or joint venture, d. Any "employee" of yours while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Lessors as Insureds Paragraph A.1. - WHO IS AN INSURED - of Section II - Liability Coverage is amended to add: e. The lessor of a covered "auto" while the "auto" is leased to you under a written agreement if: (1) The agreement requires you to provide direct primary insurance for the lessor and (2) The "auto" is leased without a driver. Such a leased "auto" will be considered a covered "auto" you own and not a covered "auto" you hire. D. Additional Insured if Required by Contract (1) Paragraph A.1. - WHO IS AN INSURED - of Section II - Liability Coverage is amended to add: (b) That is an "insured" under any other f. When you have agreed, in a written policy, contract or written agreement, that a (c) That has exhausted its Limit of person or organization be added as Insurance under any other policy, or an additional insured on your (d) 180 days or more after its business auto policy, such person or acquisition or formation by you, organization is an "insured", but only unless you have given us notice of to the extent such person or the acquisition or formation. organization is liable for "bodily Coverage does not apply to "bodily injury" or "property damage" caused injury" or "property damage" that results by the conduct of an "insured" under from an "accident" that occurred before paragraphs a. or b. of Who Is An you formed or acquired the organization. Insured with regard to the B. Employees as Insureds ownership, maintenance or use of a "auto." covered Paragraph A.1. - WHO IS AN INSURED - of SECTION II - LIABILITY COVERAGE is amended to add: © 2011, The Hartford (Includes copyrighted material Form HA 9916 0312 of ISO Properties, -Inc., with its permission.) The insurance afforded to any such additional insured applies only if the "bodily injury" or "property damage" occurs: (1) During the policy period, and (2) Subsequent to the execution of such written contract, and (3) Prior to the expiration of the period of time that the written contract requires such insurance be provided to the additional insured. (2) How Limits Apply If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of: (a) The limits of insurance specified in the written contract or written agreement; or (b) The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. (3) Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non- contributory with the additional insured's own insurance. (4) Duties in The Event Of Accident, Claim, Suit or Loss If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the additional insured shall be required to comply with the provisions in LOSS CONDITIONS 2. - DUTIES IN THE EVENT OF ACCIDENT, CLAIM , SUIT OR LOSS — OF SECTION IV — BUSINESS AUTO CONDITIONS, in the same manner as the Named Insured. E. Primary and Non -Contributory if Required by Contract Only with respect to insurance provided to an additional insured in 1.D. - Additional Insured If Required by Contract, the following provisions apply: (3) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in Other Insurance 5.d. (4) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (3) and (4) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self -insured amounts under all that other insurance. We will share the remaining loss, if any, by the method described in Other Insurance 5.d. 2. AUTOS RENTED BY EMPLOYEES Any "auto" hired or rented by your "employee" on your behalf and at your direction will be considered an "auto" you hire. The OTHER INSURANCE Condition is amended by adding the following: ©2011, The Hartford (Includes copyrighted material Form HA 9916 0312 of ISO Properties, Inc., with its permission.) Page 2 of 5 If an "employee's" personal insurance also applies on an excess basis to a covered "auto" hired or rented by your "employee" on your behalf and at your direction, this insurance will be primary to the "employee's" personal insurance. 3. AMENDED FELLOW EMPLOYEE EXCLUSION EXCLUSION 5. - FELLOW EMPLOYEE - of SECTION II - LIABILITY COVERAGE does not apply if you have workers' compensation insurance in -force covering all of your "employees". Coverage is excess over any other collectible insurance. 4. HIRED AUTO PHYSICAL DAMAGE COVERAGE If hired "autos" are covered "autos" for Liability Coverage and if Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this Coverage Form for any "auto" you own, then the Physical Damage Coverages provided are extended to "autos" you hire or borrow, subject to the following limit. The most we will pay for "loss" to any hired "auto" is: (1) $100,000; (2) The actual cash value of the damaged or stolen property at the time of the "loss"; or (3) The cost of repairing or replacing the damaged or stolen property, whichever is smallest, minus a deductible. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. No deductible applies to "loss" caused by fire or lightning. Hired Auto Physical Damage coverage is excess over any other collectible insurance. Subject to the above limit, deductible and excess provisions, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. We will also cover loss of use of the hired "auto" if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss, subject to a maximum of $1000 per "accident". This extension of coverage does not apply to any "auto" you hire or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company), or members of their households. 5. PHYSICAL DAMAGE - ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE COVERAGE Paragraph AA.a. of SECTION III - PHYSICAL DAMAGE COVERAGE is amended to provide a limit of $50 per day and a maximum limit of $1,000. 6. LOAN/LEASE GAP COVERAGE Under SECTION III - PHYSICAL DAMAGE COVERAGE, in the event of a total "loss" to a covered "auto", we will pay your additional legal obligation for any difference between the actual cash value of the "auto" at the time of the "loss" and the "outstanding balance" of the loan/lease. "Outstanding balance" means the amount you owe on the loan/lease at the time of "loss" less any amounts representing taxes; overdue payments; penalties, interest or charges resulting from overdue payments; additional mileage charges; excess wear and tear charges; lease termination fees; security deposits not returned by the lessor; costs for extended warranties, credit life Insurance, health, accident or disability insurance purchased with the loan or lease; and carry-over balances from previous loans or leases. 7. AIRBAG COVERAGE Under Paragraph B. EXCLUSIONS - of SECTION III - PHYSICAL DAMAGE COVERAGE, the following is added: The exclusion relating to mechanical breakdown does not apply to the accidental discharge of an airbag. 8. ELECTRONIC EQUIPMENT - BROADENED COVERAGE a. The exceptions to Paragraphs B.4 - EXCLUSIONS - of SECTION III - PHYSICAL DAMAGE COVERAGE are replaced by the following: Exclusions 4.c. and 4.d. do not apply to equipment designed to be operated solely by use of the power from the "auto's" electrical system that, at the time of "loss", is: (1) Permanently installed in or upon the covered "auto"; (2) Removable from a housing unit which is permanently installed in or upon the covered "auto"; (3) An integral part of the same unit housing any electronic equipment described in Paragraphs (1) and (2) above; or © 2011, The Hartford (Includes copyrighted material Form HA 9916 0312 of ISO Properties, Inc., with its permission.) Page 3 of 5 (4) Necessary for the normal operation of the covered "auto" or the monitoring of the covered "auto's" operating system. b.Section III — Version CA 00 01 03 10 of the Business Auto Coverage Form, Physical Damage Coverage, Limit of Insurance, Paragraph C.2 and Version CA 00 01 10 01 of the Business Auto Coverage Form, Physical Damage Coverage, Limit of Insurance, Paragraph C are each amended to add the following: $1,500 is the most we will pay for "loss" in any one "accident" to all electronic equipment (other than equipment designed solely for the reproduction of sound, and accessories used with such equipment) that reproduces, receives or transmits audio, visual or data signals which, at the time of "loss", is: (1) 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 installation of such equipment; (2) Removable from a permanently installed housing unit as described in Paragraph 2.a. above or is an integral part of that equipment; or (3) An integral part of such equipment. c. For each covered "auto", should loss be limited to electronic equipment only, our obligation to pay for, repair, return or replace damaged or stolen electronic equipment will be reduced by the applicable deductible shown in the Declarations, or $250, whichever deductible is less. 9. EXTRA EXPENSE - BROADENED COVERAGE Under Paragraph A. - COVERAGE - of SECTION III - PHYSICAL DAMAGE COVERAGE, we will pay for the expense of returning a stolen covered "auto" to you. 10. GLASS REPAIR -WAIVER OF DEDUCTIBLE Under Paragraph D. - DEDUCTIBLE - of SECTION III - PHYSICAL DAMAGE COVERAGE, the following is added: If another Hartford Financial Services Group, Inc. company policy or coverage form that is not an automobile policy or coverage form applies to the same "accident", the following applies: (1) If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible, it will be waived; (2) If the deductible under this Business Auto Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible. 12. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS The requirement in LOSS CONDITIONS 2.a. - DUTIES IN THE EVENT OF ACCIDENT,CLAIM, SUIT OR LOSS - of SECTION IV - BUSINESS AUTO CONDITIONS that you must notify us of an "accident" applies only when the "accident" 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. 13. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If you unintentionally fail to disclose any hazards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. 14. HIRED AUTO - COVERAGE TERRITORY Paragraph e. of GENERAL CONDITIONS 7. - POLICY PERIOD, COVERAGE TERRITORY - of SECTION IV - BUSINESS AUTO CONDITIONS is replaced by the following: e. For short-term hired "autos", the coverage territory with respect to Liability Coverage is anywhere in the world provided that if the "insured's" responsibility to pay damages for "bodily injury" or "property damage" is determined in a "suit," the "suit" is brought in the United States of America, the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. No deductible applies to glass damage if the 15. WAIVER OF SUBROGATION glass is repaired rather than replaced. TRANSFER OF RIGHTS OF RECOVERY 11. TWO OR MORE DEDUCTIBLES AGAINST OTHERS TO US - of SECTION IV - Under Paragraph D. - DEDUCTIBLE - of SECTION BUSINESS AUTO CONDITIONS is amended by III - PHYSICAL DAMAGE COVERAGE, the adding the following: following is added: © 2011, The Hartford (Includes copyrighted material Form HA 9916 0312 of ISO Properties, Inc., with its permission.) Page 4 of 5 We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damages under this Coverage Form. 16. RESULTANT MENTAL ANGUISH COVERAGE The definition of "bodily injury" in SECTION V- DEFINITIONS is replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by any person, including mental anguish or death resulting from any of these. 17. EXTENDED CANCELLATION CONDITION Paragraph 2. of the COMMON POLICY CONDITIONS - CANCELLATION - applies except as follows: If we cancel for any reason other than nonpayment of premium, we will mail or deliver to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation. 18. HYBRID, ELECTRIC, OR NATURAL GAS VEHICLE PAYMENT COVERAGE In the event of a total loss to a "non -hybrid" auto for which Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this Coverage Form, then such Physical Damage Coverages are amended as follows: a. If the auto is replaced with a "hybrid" auto or an auto powered solely by electricity or natural gas, we will pay an additional 10%, to a maximum of $2,500, of the "non -hybrid" auto's actual cash value or replacement cost, whichever is less, b.The auto must be replaced and a copy of a bill of sale or new lease agreement received by us within 60 calendar days of the date of "loss," c. Regardless of the number of autos deemed a total loss, the most we will pay under this Hybrid, Electric, or Natural Gas Vehicle Payment Coverage provision for any one "loss" is $10,000. For the purposes of the coverage provision, a.A "non -hybrid" auto is defined as an auto that uses only an internal combustion engine to move the auto but does not include autos powered solely by electricity or natural gas. b.A "hybrid" auto is defined as an auto with an internal combustion engine and one or more electric motors; and that uses the internal combustion engine and one or more electric motors to move the auto, or the internal combustion engine to charge one or more electric motors, which move the auto. 19. VEHICLE WRAP COVERAGE In the event of a total loss to an "auto" for which Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this Coverage Form, then such Physical Damage Coverages are amended to add the following: In addition to the actual cash value of the "auto", we will pay up to $1,000 for vinyl vehicle wraps which are displayed on the covered "auto" at the time of total loss. Regardless of the number of autos deemed a total loss, the most we will pay under this Vehicle Wrap Coverage provision for any one "loss" is $5,000. For purposes of this coverage provision, signs or other graphics painted or magnetically affixed to the vehicle are not considered vehicle wraps. © 2011, The Hartford (Includes copyrighted material Form HA 9916 0312 of ISO Properties, Inc., with its permission.) Page 5 of 5 POLICY NUMBER: 52UENOL5663 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO DESIGNATED CERTIFICATE HOLDER SCHEDULE Number of Days Notice: Name of Certificate Holder: ANY PERSON OR ORGANIZATION TO WHOM Part A: 30 YOU HAVE AGREED IN A WRITTEN CONTRACT. Part B: 10 Mailing Address: THE ADDRESS FOR THAT PERSON OR ORGANIZATION Part C. 30 INCLUDED IN SUCH WRITTEN CONTRACT. This policy is subject to the following additional Conditions when a number of days are shown in the Schedule for any of the above Parts. A. If this policy is cancelled by the Company, other than for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule, at least the number of days in advance of the cancellation effective date, as shown in Part A. B. If this policy is cancelled by the Company for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule within the number of days notice of the cancellation effective date, as shown in Part B. C. If this policy is cancelled by the insured, notice of such cancellation will be provided to the certificate holder in the Schedule, within the number of days notice of the cancellation effective date, as shown in Part C. If notice is mailed, proof of mailing notice to the certificate holder's mailing address as shown in the Schedule will be sufficient proof of notice. If the number of days notice in the schedule for any Part is left blank or is shown as zero, no notice will be provided to the Scheduled certificate holder under that Part. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Form IH 03 15 06 11 Page 1 of 1 © 2011, The Hartford SCHEDULE OF UNDERLYING INSURANCE POLICIES POLICY NUMBER: 52 XHU OL5664 This schedule forms a part of the policy designated herein. Named Insured and Mailing Address: GEOENGINEERS INC SEE IH1204 8410 154TH AVE NE REDMOND WA 98052 Insurer, Policy Number and Period Type of Coverage Applicable Limits (A) Employers' Liability Bodily Injury Limit Each accident EXCLUDED (by accident*) Policy limit (by disease*) Each employee (by disease*) (B) HARTFORD CASUALTY INSURANCE COMPANY 52 UEN OL5663 06/30/21 TO 06/30/22 Commercial Auto Liability Single Liability Limit written to include all owned, $1, 000, 000 Each accident non -owned and hired autos, Split Liability Limits except as listed below: Bodily injury each person Bodily injury each accident Property damage each accident (C) HARTFORD FIRE INSURANCE COMPANY 52 UUN OL5662 06/30/21 TO 06/30/22 Commercial General Liability $1, 000, 000 Each occurrence written to include all coverages of limit CG0001 or HG0001, except as $1, 000, 000 Personal and listed below: advertising injury limit $2, 000, 000 General aggregate limit (other than products - completed operations) Products -completed $ 2, 0 0 0, 0 0 0 operations aggregate limit Form XL 00 05 05 02 PAGE 1 (CONTINUED ON NEXT PAGE) SCHEDULE OF UNDERLYING INSURANCE POLICIES (Continued) POLICY NUMBER: 52 XHU OL5664 Insurer, Policy Number and Period Type of Coverage Applicable Limits (D) Other (Specify) HARTFORD FIRE INSURANCE COMPANY 52 UUN OL5662 06/30/21 TO 06/30/22 EMPLOYEE BENEFITS LIABILITY $1,000,000 EACH CLAIM LIMIT $2,000,000 AGGREGATE LIMIT Note Maintenance of Underlying Insurance Condition " Except that in any jurisdiction where the amount of Employers' Liability Coverage afforded by the underlying insurer is by law unlimited, the limit stated does not apply and the policy of which this schedule forms a part shall afford no insurance with respect to Employers' Liability in such jurisdiction. Form XL-00 05 05 02 - PAGE 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 52 WE OL6H8D Endorsement Number: Effective Date: 06/30/21 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: GEOENGINEERS INC 8410 154TH AVE NE REDMOND WA 98052 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Process Date: 06/22/21 Policy Expiration Date: 06/30/22 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) Policy Number: 52WEOL6H8D Endorsement Number: - Effective Date: 06/30/2021 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN AGREEMENT OR CONTRACT. This policy is subject to the following additional Conditions: I1 If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If this policy is cancelled by the Company for non-payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. Form WC 99 03 94 Printed in U.S.A. Process Date: 06/30/2021 If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Policy Expiration Date: 06130/2022 © 2011, The Hartford 111&21, 11:18 AM Corporations and Charities System in yssC�rt oand Charities Filing System 'tf BUSINESS INFORMATION Business Name: GEOENGINEERS, INC. UBI Number: 600 375 010 Business Type: WA PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 17425 NE UNION HILL RD STE 250, REDMOND, WA, 98052-6190, UNITED STATES Principal Office Mailing Address: 17425 NE UNION HILL RD STE 250, REDMOND, WA, 98052-6190, UNITED STATES Expiration Date: 09/30/2022 Jurisdiction: UNITED STATES, WASHINGTON Formation/ Registration Date: Ci1rT�iAgRI1+] Period of Duration: Inactive Date: Nature of Business: CIVIL ENGINEERING CONSULTING SERVICES REGISTERED AGENT INFORMATION https:Hccfs.sos.wa.gov/#]Businesssearch/Businessinformation 1/2 11 /5/21, 11:18 AM Corporations and Charities System COGENCY GLOBAL INC. 1780 BARNES BLVD SW, TUMWATER, WA, 98512-0410, UNITED STATES GOVERNORS Title Governors Type GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL Back Entity Name First Name DAVID P. BILL KING MAE BRUCE DANIEL J. MICHAEL DANA L. JON MATT MARK LINDSAY Registered Agent Name: Street Address: Mailing Address: Last Name SAU LS WALLACE CHIN N U MATA WILLIAMS CAMPBELL HUTCHINSON CARLISLE RODRIGUEZ SMITH MILLER FLANGAS Filing History Name History Print [ Return to Business Search https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 2/2 11/5/21, 11:20 AM Washington State Department of Revenue Washington State Department of Revenue < Business Lookup License Information: Entity name: GEOENGINEERS, INC. Business GEOENGINEERS, INC. name: Entity type: Profit Corporation UBI #: 600-375-010 Business ID: 001 Location ID: 0001 Location: Active Location address: Mailing address: 17425 NE UNION HILL RD STE 250 REDMOND WA 98052-6190 17425 NE UNION HILL RD STE 250 REDMOND WA 98052-6190 Excise tax and reseller permit status: Click here Secretary of State status: Endorsements https://secure.dor.wa.gov/gteunauth/­/#3 Click here Page 1 of 3 Filt, . New search Back to results 11/5/21, 11:20 AM Washington State Department of Revenue Endorsements held a License # Count Details Status Endorsements held i License # Count Details Status Aberdeen General 214444 Active Business - Non - Resident Anacortes General Active Business - Non - Resident Bainbridge Island 14200 Active General Business - Non -Resident Blaine General Active Business - Non - Resident Bremerton General 14186 Active Business - Non - Resident Burien General 08170 Active Business - Non - Resident Expiratioi First issua Expiratioi First issua I Feb-23-2( I Sep-30-21 Apr-26-2( I Sep-30-21 Jan-01-1S Sep-30-21 Apr-21-1 � Dec-31-2i Jan-13-1 S Sep-30-21 Apr-09-2( Concrete General 2570 Active Sep-30-21 Jun-17-2( Business - Non - Resident Federal Way 98-10512" Active Sep-30-21 Jan- 13-2C General Business - Non -Resident Fife General Active Sep-30-21 Jan-16-2C Business - Non - Resident https://secure.dor.wa.gov/gteunauth/_/#3 2/5 11/5/21, 11:20 AM Washington State Department of Revenue Endorsements held a License # Count Details Status Expiratioi First issua Friday Harbor Active Sep-30-21 Jul-18-20 General Business - Non -Resident Issaquah General BUS03-01 Active Sep-30-21 Sep-09-21 Business - Non - Resident Kelso General B010115 Active Sep-30-21 May-01-1 Business - Non - Resident Kirkland General OBL-0002 Active Sep-30-21 Mar-29-2 Business - Non - Resident Lacey General 1037 Active Sep-30-21 Aug-01-1 Business - Non - Resident Longview General 287100 Active Sep-30-21 Jan-07-2C Business - Non - Resident Governing People May include governing people not registered with Secretary of State Filter Governing people Title CAMPBELL, DANIEL J. CARLISLE, DANA L. CHIN, KING FLANGAS, LINDSAY https://secure.dor.wa.gov/gteunauth/_/#3 3/5 11/5/21, 11:20 AM Washington State Department of Revenue Governing people Title HUTCHINSON, MICHAEL MILLER, MARK NUMATA, MAE RODRIGUEZ, JON SAU LS, DAVI D P. SMITH, MATT WALLACE, BILL WILLIAMS, BRUCE View Additional Locations The Business Lookup information is updated nightly. Search date and time: 11/5/2021 11:19:55 AM Contact us How are we doing? Take our survey! Don't see whz'„-ou expected? Check if your br�iser is supported https:Hsecure.dor.wa.gov/gteunauth/—,/#3 4/5 11/5121, 11:20 AM Washington State Department of Revenue v https://secure.dor.wa.gov/gteunauth/_/#3 5/5 — - BUSINESS LICENSE h STATE OF WASHINGTON Issue Date: Oct 01, 2021 Profit Corporation Unified Business ID #: 600375010 Business ID #: 001 Location: 0001 GEOENGINEERS, INC. Expires: Sep 30, 2022 STE 250 17425 NE UNION HILL RD REDMOND WA 98052-6190 UNEMPLOYMENT INSURANCE - ACTIVE INDUSTRIAL INSURANCE -ACTIVE MINOR WORK PERMIT - ACTIVE TAX REGISTRATION - ACTIVE CITY ENDORSEMENTS: RICHLAND PROFESSIONS BUSINESS #Al2 -ACTIVE FIFE GENERAL BUSINESS - NON-RESIDENT - ACTIVE KELSO GENERAL BUSINESS - NON-RESIDENT #1320122 - ACTIVE MOUNT VERNON GENERAL BUSINESS - NON-RESIDENT - ACTIVE MUKILTEO GENERAL BUSINESS - NON-RESIDENT - ACTIVE PASCO GENERAL BUSINESS - NON-RESIDENT #36063 - ACTIVE BAINBRIDGE ISLAND GENERAL BUSINESS - NON-RESIDENT #14200 - ACTIVE KIRKLAND GENERAL BUSINESS - NON-RESIDENT #OBL-0002829 - ACTIVE ANACORTES GENERAL BUSINESS - NON-RESIDENT - ACTIVE BLAINE GENERAL BUSINESS - NON-RESIDENT - ACTIVE ISSAQUAH GENERAL BUSINESS - NON-RESIDENT #BUS03-01214 - ACTIVE LACEY GENERAL BUSINESS - NON-RESIDENT #1037 - ACTIVE LONGVIEW GENERAL BUSINESS - NON-RESIDENT #287100 -ACTIVE MARYSVILLE GENERAL BUSINESS - NON-RESIDENT #6031 SVC120 - ACTIVE OLYMPIA GENERAL BUSINESS - NON-RESIDENT #9931 - ACTIVE rF i 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 rngrfl�rTarl is rr..n.,l6nra with all annlirahlP W—hinafnn Oafv_ rnunty_ air] rite r aulatinn Director, Deparlmenl of Reveno- I STATE OF WASHINGTON UBI: 600375010 001 0001 Expires: Sep 30, 2022 GEOENGINEERS, INC. STE 250 17425 NE UNION HILL RD REDMOND WA 98052-6190 UNEMPLOYMENT INSURANCE - ACTIVE INDUSTRIAL INSURANCE -ACTIVE MINOR WORK PERMIT -ACTIVE TAX REGISTRATION - ACTIVE RICHLAND PROFESSIONS BUSINESS #Al2 - ACTIVE FIFE GENERAL BUSINESS - NON-RESIDENT - ACTIVE KELSO GENERAL BUSINESS - NON-RESIDENT #B20122 - ACTIVE MOUNT VERNON GENERAL BUSINESS - NON-RESIDENT - ACTIVE MUKILTEO GENERAL BUSINESS - 7 7,/, 2-A � - z 1-n � BUSINESS LICENSE Issue Date: Oct 01, 2021 I Profit Corporation Unified Business ID #: 600375010 Business ID #: 001 Location: 0001 GEOENGINEERS, INC. Expires: Sep 30, 2022 STE 250 17425 NE UNION HILL RD REDMOND WA 98052-6190 CITY ENDORSEMENTS: PORT ORCHARD GENERAL BUSINESS - NON-RESIDENT - ACTIVE PORT TOWNSEND GENERAL BUSINESS - NON-RESIDENT #2202 - ACTIVE RUSTON GENERAL BUSINESS - NON-RESIDENT #09-204 - ACTIVE SAMMAMISH GENERAL BUSINESS - NON-RESIDENT - ACTIVE SEDRO WOOLLEY GENERAL BUSINESS - NON-RESIDENT - ACTIVE SUMNER GENERAL BUSINESS - NON-RESIDENT - ACTIVE TUMWATER GENERAL BUSINESS - NON-RESIDENT #R-003610 - ACTIVE WOODINVILLE GENERAL BUSINESS - NON-RESIDENT - ACTIVE FRIDAY HARBOR GENERAL BUSINESS - NON-RESIDENT - ACTIVE SEATAC GENERAL BUSINESS - NON-RESIDENT - ACTIVE MERCER ISLAND GENERAL BUSINESS - NON-RESIDENT #920126 - ACTIVE FEDERAL WAY GENERAL BUSINESS - NON-RESIDENT #98-105122-00-BL - ACTIVE WENATCHEE GENERAL BUSINESS - NON-RESIDENT #190382 - ACTIVE LYNNWOOD GENERAL BUSINESS - NON-RESIDENT #016910-02-2014 - ACTIVE BURIEN GENERAL BUSINESS - NON-RESIDENT #08170 - ACTIVE CONCRETE GENERAL BUSINESS - NON-RESIDENT #2570 - ACTIVE REDMOND GENERAL BUSINESS #RED18-000233 (EXPIRES 12/31/2021) - ACTIVE ABERDEEN GENERAL BUSINESS - NON-RESIDENT #214444 - ACTIVE BREMERTON GENERAL BUSINESS - NON-RESIDENT #14186 (EXPIRES 12/31/2021) - ACTIVE ibis dorrrltsenl lists flu regklr.ttiOl1%. rnrlcm.rtnenk, And HCM$5rs arrllsurited for thr husrne n,unrd ahoy. It}' accopli+sg, thvi rinr,immil, thr• hrenwv rrrtiticc the informatinn on ihr• applicaticrrr L u as c nmhlrtc, Irur•, anal ac (L ur'It r Iu ilrr hv%] of his or Lrr kola lcdgv, and Ilral 1111SIFIC" a ill ln• rusuhrc li d ill s alrjrlinsblr 4A.s•.hiriglsn slab, t omlty, ,tad c il} rvilaLrlimm. I71rr11nr, I1• parlmvrri rr..-- —fer• T �r UBI: 600375010 001 0001 GEOENGINEERS, INC. STE 250 17425 NE UNION HILL RD REDMOND WA 98052-6190 STATE OF WASHINGTON UNEMPLOYMENT INSURANCE - ACTIVE INDUSTRIAL INSURANCE - ACTIVE MINOR WORK PERMIT - ACTIVE TAX REGISTRATION - ACTIVE RICHLAND PROFESSIONS BUSINESS #Al2 - ACTIVE FIFE GENERAL BUSINESS - NON-RESIDENT - ACTIVE KELSO GENERAL BUSINESS - NON-RESIDENT #1320122 - ACTIVE MOUNT VERNON GENERAL BUSINESS - NON-RESIDENT - ACTIVE MUKILTEO GENERAL BUSINESS - Expires: Sep 30, 2022 �-�-� �'�-� - - - •��= �_v -- ;.�� _'-_�--tom- _. Pr =r BUSINESS LICENSE STATE OF WAS" _'NGTON Issue Date: Oct 01, 2021 Profit Corporation GEOENGINEERS, INC. STE 250 17425 NE UNION HILL RD REDMOND WA 98052-6190 DUTIES OF MINORS: Ages 16-17: Office duties: filing and answering phones LICENSING RESTRICTIONS: Aberdeen city license valid until canceled by either party. Unified Business ID #: 600375010 Business ID #: 001 Location: 0001 Expires: Sep 30, 2022 It is the business's responsibility to comply with minor work permit requirements. See WAC 296-125-030 and WAC 296-125-033 for Non -Agricultural and WAC 296-131-125 for Agricultural guidelines and restricted activities. 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 stale, county, and city regulations. Dire( tor, Deparlmenl of Revenue . _ _ _ ��_ ter_ _ � .—� — �— y.r-- fit✓--� �r —� -. wry � — �-�F -� -- � - -�,+r' - � '•li UBI: 600375010 001 0001 GEOENGINEERS, INC. STE 250 17425 NE UNION HILL RD REDMOND WA 98052-6190 STATE OF WASHINGTON UNEMPLOYMENT INSURANCE - ACTIVE INDUSTRIAL INSURANCE -ACTIVE MINOR WORK PERMIT -ACTIVE TAX REGISTRATION - ACTIVE RICHLAND PROFESSIONS BUSINESS #Al2 - ACTIVE FIFE GENERAL BUSINESS - NON-RESIDENT - ACTIVE KELSO GENERAL BUSINESS - NON-RESIDENT #1320122 - ACTIVE MOUNT VERNON GENERAL BUSINESS - NON -RESIDENT - ACTIVE MUKILTEO GENERAL BUSINESS - Expires: Sep 30, 2022 IMPORTANT! PLEASE READ THE FOLLOWING INFORMATION CAREFULLY BEFORE POSTING THIS LICENSE General Information Endorsements Post this Business License in a visible location at your All endorsements should be renewed by the expiration place of business. date that appears on the front of this license to avoid any late fees. If you were issued a Business License previously, destroy the old one and post this one in its place. Login to My DOR at dor.wa.gov if you need to make changes to your business name, location, mailing address, telephone number, or business ownership. Telephone: 360-705-6741 If there is no expiration date, the endorsements remain active as long as you continue required reporting. Tax Registration, Unemployment Insurance, and Industrial Insurance endorsements require you to submit periodic reports. Each agency will send you the necessary reporting forms and instructions. For assistance or to request this document in an alternate format, visit http://business.wa gov/BLS or call (360) 705-6741. Teletype (TTY) users may use the Washington Relay Service by calling 711. BLS-700-107 (07/27/20) SIGNATORY AUTHORITY POLICY: AGREEMENTS RELATED TO PROJECT WORK The purpose of this policy is to define who has the signature authority on contracts, work products, leases and other agreements related to job -chargeable work that commits GeoEngineers contractually. Signing contracts and other agreements obligates GeoEngineers to third parties. The Board of Directors, exercises its fiduciary responsibility by establishing this policy to designate the level of signatory authority held by various individuals as outlined below. L J r M #U)+ 0 O O cc Ll N a+ d y C O U. '0 O 'c Document Type m° 0 v m' a` a 0 a Cn During Job Set-up Non -high risk project contracts Below $50,000 C $50,000 to $150,000 C C $150,000 to $500,000 ■ C Over $500,000 • • ■ C High -risk project contracts Design -build procurement w/advance services C (<$50K fees) Design -build procurement w/advance services . C C (>$50K fees) GEI-led design -build construction or remediation ■ C C Project requires travel abroad/contracting with , C C foreign client High -risk projects or contracts • C C Proposals/contracts 20% of firm's net asset value C • • C After Job Set-up Other project agreements Modified GEI general conditions and client -written C agreements GEI subcontractor/sub-consultant agreements C (includes MSAs) GEI subcontractor/sub-consultant work/task orders and MSA authorizations Joint venture agreements ® • C C C C GEI and client written MSA and on -call agreements C Settlement agreements (claims) • C C C Board Approved on November 6, 2019 Document Type Modified billing rates (< 3.2 multiplier or >10% below SOC) Teaming, access, 3,d party reliance, project -specific confidentiality agreements, surety bonds, permits and/or mechanic liens Purchases of 1 or more items worth $2,500 or more Leases or rentals worth $2,500 or more Technical reports Draft and final reports (formal or letter) (D d L > L C (D J wl C L C13 cc C C C OM cc C y �0 1 �+ M d 'O C V r. V O W 7 O LL .� d O C H L m C� Q m a Q 0 0 a G u) C C C C �I C 4 4 • Written authorization is required by this individual Approval required from any one (1) of the individuals. This individual's approval constitutes written authorization unless a specific individual is also designated (•). C Consultation required; doesn't require explicit approval but allows a response before action is taken. Notes: ® Principal and Associate signatory authority is subject to GeoEngineers' Stock Purchase and Redemption Agreement (see specifically Sections 2.5; 3.2.2; and 3.2.4, item 5) and Shareholder Investment Level Policy regarding stock ownership and required minimum investment levels (MILs). A Principal or Associate who has not met their MIL must reach agreement with the C00 and CFO regarding a plan to do so in order to maintain their signatory authority. m The C00 may require completion of the Risk Management Evaluation before providing written authorization. ■ The C00 may at any time revoke or delay granting signature authority to a Principal or Associate or may require peer review as a condition to granting signatory authority for technical documents. n In special circumstances, with approval of the CEO or COO, senior engineers/scientists may be granted long term signature authority for contractual/technical documents provided that there is documentation in the file that the Principal/Associate in charge has been briefed on each project and has transferred the authority to sign technical documents. Short term signature authority may also be granted in a letter or written e-mail by the CEO, C00 or BUL to a Principal/Associate or Senior engineer/scientist for contractual/technical documents during their absence from the office. ® Signature of any electronic form of the above documents shall be subject to the same requirements presented in the table. ® Change orders are considered stand-alone contracts for purposes of determining signatory authority. • Associates may be the technical lead on projects exceeding $150,000. Project Manager is the person managing the project, regardless of their labor category. Board Approved on November 6, 2019