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AG 21-195 - KPG, PSRETURN TO: PW ADMIN EXT: 2700 ID #: 4396 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / Development Services 2. ORIGINATING STAFF PERSON: Cole Elliott EXT: 2730 3. DATE REQ. BY: 02/09/2024 .3. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT 0 PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION 0 CONTRACT AMENDMENT (AG#): 21 -1955 ❑ INTERLOCAL ❑ OTHER 4. PROJECT NAME: -On -Call Plan Review and Construction Services 5. NAME OF CONTRACTOR: KPG PSomas ADDRESS: 2502 Jefferson Ave. Tacoma WA 98402 TELEPHONE: E-MAIL: terrv.wrightaa psomas.com FAX: SIGNATURE NAME: Terry Wright _ TITLE: Vice President 6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES- ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # BL, EXP. r12/31/ UBI # , EXP. _/_/_ 7. TERM: COMMENCEMENT DATE:: 21 r V� COMPLETION DATE: 12/31 /20255 8. TOTAL COMPENSATION: $ 576,000.00 (added 300k) (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: Ia YES O NO IF YES, MAXIMUM DOLLAR AMOUNT: $ $16, 000.00 IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ $16.000.00 PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE T0: 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED 11 PROJECT MANAGER CE 02/01/2024 6 DIVISION MANAGER CE 02/01/2024 6 DEPUTY DIRECTOR Dsw2iv24 6 DIRECTOR _ ❑ RISK MANAGEMENT (IF APPLICABLE) 6 LAW DEPT TMW 2/5/24 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOWCONTRACTOR DATE SENT: 2/20/24 DATE REC' D:?/27/24 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ❑ FINANCE DEPARTMENT LAW DEPT Z Iq SIGNATORY (MAYOR OR DIRECTOR) dd CITY CLERK tr- Ei ASSIGNED AG # A ❑ SIGNED COPY RETURNED DATE SENT: COMMENTS: EXECUTE " " ORIGINALS V2020 CITY OF CITY HALL Fe d eraI Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www.Wyoffederalway com AMENDMENT NO.4 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL PLAN REVIEW AND CONSTRUCTION INSPECTION SERVICES This Amendment ("Amendment No. 4") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Psomas dba KPG Psomas Inc. fka KPG, Inc., a California corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for On -Call Plan Review and Construction Inspection Services ("Agreement") dated effective December 22, 2021, as amended by Amendment No.1 dated March 11, 2022, and Amendment No. 2 dated August 3, 2022 and Amendment No. 3 dated December 21, 2023 as follows: 1. ADDITIONAL COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor, as delineated in Exhibit B-4, 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 an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 4/2023 A�k CITY OF Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: Jim lI, ayor DATE: PSOMAS dba KPG PSOMAS INC. fka KPG INC.: By: I Printed Name: Terry Writ, P.E. Title: Vice President Date: 1 ZDZLk STATE OF WASH NGTON ) ss. COUNTY OF-- ATTEST: \A 0 c r •, 3 yan C 11, City On this day personally appeared before me Terry Wright, to me known to be the Vice President of Psomas dba KPG Psomas Inc. fka KPG, Inc. that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he or she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN under my hand and official seal this �23 day of ��r r , 20J P E jLe4 0 try Notary's signature rt � Notary's printed name + ��sJ4 *�� Notary Public in and for the State of Washington. �32034405" My commission expires % �/ raj AV 71-17•'�•` AZ h 10 ►WASV'�� AMENDMENT - 2 - 4/2023 CITY of � Federal Way EXIMIT B-4 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cftyoffederalway. com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Three Hundred Thousand and No/100 Dollars ($300,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Five Hundred Seventy -Six Thousand and No/100 Dollars ($576,000.00). AMENDMENT - 3 - 4/2023 2/1/24, 10:54AM Corporations and Charities System ,ir;es IWVAAWnd Charities Filing System BUSINESS INFORMATION Business Name: PSOMAS DBA KPG PSOMAS INC. UBI Number: 604 635 123 Business Type: FOREIGN PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 5 HUTTON CENTRE DR, SUITE 300, SANTAANA, CA, 92707-8708, UNITED STATES Principal Office Mailing Address: 5 HUTTON CENTRE DR, SUITE 300, SANTAANA, CA, 92707-8708, UNITED STATES 07/31 /2024 UNITED STATES, CALIFORNIA 07/09/2020 PERPETUAL Expiration Date: jurisdiction: Formation/ Registration Date. Period of Duration: Inactive Date: Nature of Business. PROFESSIONAL SERVICES - LAND SURVEYING, CIVIL ENGINEERING, CONSTRUCTION MANAGEMENT, ENVIRONMENTAL https://ccfs.sos.wa.gov/?_g1=1*10uor29*_ga*MjAwOTk2NTkzOC4xNjgyNT150DE3*_ga_7B08VE04WV*MTcwNDMwNzg5My4zOC4xLjE3MDQzMDg..., 1/2 2/1124, 10Z4 AM Corporations and Charities System REGISTERED AGENT INFORMATION Registered Agent Name: CORPORATION SERVICE COMPANY Street Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA 98501, UNITED STATES Mailing Address: 300 DESCHUTES WAYSW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES LeL,911VIIN 91,31 Title Governors Type Entity Name First Name Last Name GOVERNOR INDIVIDUAL STEVE MARGARONI GOVERNOR INDIVIDUAL CHAD WILSON GOVERNOR INDIVIDUAL NICOLAS TARDITTI GOVERNOR INDIVIDUAL ANN JOHNSTON Back Filing History Name History Print Return to Business Search httpsJ/ccfs,sos.era.gov/F_91=1*10uor2g* ga*MjAwOTk2NTkzOC4xNjgyNT150DE3"_ga 7BA8VE04WV*MTcwNDMwNzg5My4zOC4zLjE3MDQzMDg... 2/2 2/1/24, 10:53 AM Washington State Department of Revenue Washington State Department Ot Revenue < Business Lookup License Information: Entity name: PSOMAS DBA KPG PSOMAS INC. Business KPG PSOMAS name: Entity type: Profit Corporation UBI #: 604-635-123 Business ID: 001 Location ID: 0001 Location: Active Location address: 3131 ELLIOTT AVE STE 400 SEATTLE WA 98121-1006 Mailing address: 865 S FIGUEROA ST STE3200 LOS ANGELES CA 90017-5431 Excise tax and reseller permit status: Click here Secretary of State status: Endorsements https://secure.dor.wa.gov/gteunauth/—f#3 Click here Page 1 of 3 Fit ,f New search Back to results 1/4 2/1/24, 10:53 AM Washington State Department of Revenue Endorsements held a License # Count Details Status Expiratior First issua Auburn General BUS-3922 Active Jul-31-20; Jul-18-20; Business - Non - Resident Bonney Lake Active Jul-31-20; May-17-2 General Business - Non -Resident Bothell General Active Jul-31-20; May-16-2 Business - Non - Resident Bremerton General 35530 Active Jul-31-20; May-16-2 Business - Non - Resident Burien General Active Jul-31-20; May-17-2 Business - Non - Resident Carnation General Active Jul-31-20; Jun-02-2C Business - Non - Resident Clyde Hill General Active Jul-31-20; Nov-02-2 Business - Non - Resident Covington General Active Jul-31-20; Jun-23-2C Business - Non - Resident Duvall General Active Jul-31-20; Jun-09-2C Business - Non - Resident East Wenatchee Active Jul-31-20; May-27-2 General Business - https://secure.dor.wa.gov/gteunauth/_/*3 2/4 2/l/24, 10:53 AM Washington State Department of Revenue Endorsements held z License # Count Details Status Expiratior First issua Non -Resident Eatonville General Active Jul-31-20; May-2772 Business - Non - Resident Edmonds General Active Jul-31-20; May-16-2 Business - Non - Resident Federal Way Active Jul-31-20; May-16-2 General Business - Non -Resident Fife General Active Jul-31-20; May-31-2 Business - Non - Resident Fircrest General Active Jul-31-20; May-19-2 Business - Non - Resident Governing People May include governing people not registered with Secretary of State Governing people Title JOHNSTON, ANN MARGARONI, STEVE TARDITTI, NICOLAS WILSON, CHAD Registered Trade Names Registered trade names Status First issued hftps://Secure.dor.wa.gov/gteunauth/-/#3 3/4 2/1 /24, 10:53 AM Washington State Department of Revenue Registered trade names Status First issued KPG PSOMAS Active Jan-28-2022 The Business Lookup information is updated nightly. Search date and time: 2/1/2024 10:52:57 AM Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported https://secure.dor.wa.gov/gteunauth/_/#3 4/4 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF PSOMAS, a California corporation. November 1, 2023 THE UNDERSIGNED, being all of the members of the Board of Directors of Psomas, a California corporation (the "Corporation"), hereby adopt the following resolutions without a meeting as of the date set forth above, pursuant to Section 307(b) of the General Corporation Law of California: RESOLVED that the following, being the Officers of the Corporation, be and hereby are authorized to execute any and all documents required to conduct the business of the Corporation, including, but not limited to contracts, leases and certifications; IT IS FURTHER RESOLVED that any one signature of the Officers listed herein shall be sufficient to bind the Corporation; STEVE MARGARONI President and Chief Executive Officer NICK TARDITTI Chief Financial Officer, Treasurer, Assistant Secretary CHAD WILSON Vice President, Secretary CRAIG AHRENS Vice President ALEJANDRO ANGEL Vice President SESSYLE ASATO Vice President BRETT BARNETT Vice President REGINA BEEM Vice President JAMES BITTNER Vice President MARC BLAIN ' Vice President MONIKA BOWDEN Vice President MICHAEL BOWEN Vice President JOSEPH L. BOYLE Vice President SCOTT BRYANT Vice President BRIAN E. BULLOCK Vice President JEFFREY CHESS Vice President MARCIA CARRILLO Vice President vIATTHEW D. CLARK Vice President SARAH CURRAN Vice President DAVID CURTIS Vice President CHRIS DAVENPORT Vice President NELSON DAVIS Vice President AMY DAY Vice President WILLIAM ESTEPA Vice President ROSE F[STROVIC Vice President PETER FITZPATRICK Vice President DAN FORGEY Vice President BRIAN FRAGIAO Vice President JASON FRITZLER Vice President PAUL GERVACIO Vice President ELI.ZABETH GIBSON Vice President JEFF GILLIS Vice President DANNIE B. GREEN Vice President TIMOTHY G. HAYES Vice President GREGORY A. HELMER Vice President ALIA HOKUKI Vice President JIM HUNTER Vice President ROBERT J. IANNARINO Vice President JEREMY JOHNSON Vice President Unanimous Written Consent of the Board of Directors of Psomas November 1, 2023 Page 2 ANN JOHNSTON Vice President ALLISON KOOIMAN Vice President DAVID LUZURIAGA Vice President RYAN LYNCH Vice President JENNIFER MARKS Vice President FRANK MARTIN Vice President NANDEZ MILLER Vice President CECILIA MOKLER Vice President NATHANIEL MOZER Vice President ARIEF NAFTALI Vice President ANDREW NICKERSON Vice President JUSTIN PALLAMARY Vice President TRAVIS PERRY Vice President MARK PFEILER Vice President TOM PILARSKI Vice President DANIEL RAHE Vice President MICHAEL R. REDIG Vice President TERESITA REUTTER Vice President, Assistant Treasurer SCOTT ROCKE Vice President MA1RA SALCEDO Vice President SEAN SAMSEL Vice President GARY SKREL Vice President SEAN SMITH Vice President THEO SMITH Vice President RICHARD M. SULLIVAN Vice President MICHAEL D. SWAN Vice President ROBERT J. TALAFUS Vice President KEVIN T. THORNTON Vice President REUBEN TOLENTINO Vice President ALYSEN WEILAND Vice President BRIAN WRIGHT Vice President TERRENCE WRIGHT, JR. Vice President CAROLINE YONTEZ Vice President This Unanimous Written Consent shall be filed with the Minutes of the proceedings of the Board of Directors, and the actions taken hereby shall have the same force and effect as if taken at a meeting duly called and held. [SIGNATURE ON NEXT PAGE] Unanimous Written Consent of the Board of Directors of Psomas November 1, 2023 Page 3 Ryan E. McLean Matt Clark or•ia4 � Mike Lucki Richard Sullivan Alysen Weiland Alejandro Angel 4. Ann Johnston Steve Margaroni Reuben Tolentino r RETURN TO: PW ADMIN EXT: 2700 ID #: 4322 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIY: PUBLIC WORKS / Development Services 2. ORIGINATING STAFFPI RSON: Cole Elliott EXT: 2730 3. DATE REQ. BY: 1 2/08/2023 3. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION m CONTRACT AMENDMENT (AG#): 21-195 ❑ INTERLOCAL ❑ OTHER 4. PROJECT NAME: On -Call Plan Review and Construction Inspection Services 5. NAME OF coNTRACTOR: KPG Psomas ADDRESS: 2502 Jefferson Ave, Tacoma, WA 98402 TELEPHONE: E-MAIL: terry.wriciht osomas.com FAX: SIGNATURE NAME: Terry Wright 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: 1 /1 /2024 COMPLETION DATE: 12/31 /2025 8. TOTAL COMPENSATION: $ 276,000.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: I3 YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ $16,000.00 IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ $16.000.00 PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 01 e 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED d PROJECT MANAGER CE 11/06/2023 d DIVISION MANAGER CE 11/06/2023 6 DEPUTY DIRECTOR DSw 11/25/23 A DIRECTOR' ❑ RISK MANAGEMENT (IF APPLICABLE) 6 LAW DEPT KVA 11/30/23 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 12/6/23 DATE REC D: 12/20/23 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ❑ FINANCE DEPARTMENT LAW DEPT -.1,tA 1 ATORY (MAYOR OR DIRECTOR) ITY CLERK ASSIGNED AG # A # El SIGNED COPY RETURNED ATE SENT: i. COMMENTS: EXECUTE" " ORIGINALS 1/2020 CITY of CITY HALL Federal Way Feder l Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederatway com AMENDMENT NO.3 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL PLAN REVIEW AND CONSTRUCTION INSPECTION SERVICES This Amendment ("Amendment No. 3") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Psomas dba KPG Psomas Inc. fka KPG, Inc., a California corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for On -Call Plan Review and Construction Inspection Services ("Agreement") dated effective December 22, 2021, as amended by Amendment No.1 dated March 11, 2022, and Amendment No. 2 dated August 3, 2023 as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than December 31, 2025 ("Amended Term"). 2. AMENDED COMPENSATION. The compensation, as referenced by Section 4 of the Agreement, shall be amended to change the rate or method of payment, as delineated in Exhibit B-3, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 4/2023 CITY OF CITY HALL A:SmLFederal Wa Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: PSOMAS dba KPG PSOMAS INC. flea KPG INC.: By: Printed Name: Terry Wright, P.E. Title: Contract Manager Date: 1-Z STATE OF WASHINGTON ) ) ss. COUNTY OF ATTEST: tep e C ey, CMt, City Clerk AP RO D AS TO RM' PlKm- Call, City Atto y n 85 Z2d� s On this day personally appeared before me rrr to me known to be the �CQof Psomas dba KPG Psomas Tn . flea KPG: c_ that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he or she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GISTEN my hand and official seal this aQ_ day of ]� UeC , 20OZ Notary's signature Notary's printed name Notary Public in and for the State of Washington. My commission expires L-A a1?A-Q AMENDMENT - 2 - 4/2023 CITY OF a. Federal Method of Compensation: Hourly CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. com EXHIBIT B-3 AMENDED COMPENSATION In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown below: KPG Psomas Inc.: Summary of Negotiated Costs Effective January 1, 2024 through December 31, 2024 2023 Inclusive Rate Classification (Rounded to $1) Principal 299 Engineering Manager 264 Senior Engineer 226 Senior Project Engineer 213 Project Engineer III 197 Project Engineer II 184 Project Engineer 1 156 Design Engineer II 147 Design Engineer 1 140 Engineering Technician 120 Technician 107 Engineering Assistant 96 Senior Project Manager Survey 264 Survey Crew II (W/Equip) 273 Survey Crew I (W/Equip) 215 Field Surveyor 1 96 Field Surveyor II 128 Field Surveyor III 152 Survey Assistant 96 Project Surveyor 172 Surveyor 1 96 Surveyor II 127 Surveyor III 143 Urban Design Manager 210 Project Landscape Architect 162 Landscape Technician 107 Landscape Assistant 95 Senior Transportation Planner 199 Transportation Planner 120 AMENDMENT - 3 - 4/2023 CITY OF {-- Federal CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com Environmental Manager 230 Biologist 154 Environmental Planner 150 Senior Construction Manager 257 Construction Manager 194 Senior Resident Engineer 181 Resident Engineer 162 Assistant Resident Engineer 152 Senior Construction Observer 201 Construction Observer III 150 Construction Observer II 137 Construction Observer I 111 Construction Technician 96 Document Control Specialist II 150 Document Control Specialist 1 127 Document Control Admin 109 Construction Assistant 80 CAD Manager 189 Senior CAD Technician 144 CAD Technician 131 Business Manager 186 Senior Admin 140 Office Admin 108 Office Assistant 86 Subs billed at cost plus 5%. Reimbursables billed at actual costs. Mileage billed at the current approved IRS mileage rate. AMENDMENT - 4 - 4/2023 11 /8/23, 9:49 AM Corporations and Charities System e sCKIW t Q nd Charities Filing System - BUSINESS INFORMATION Business Name: PSOMAS DBA KPG PSOMAS INC. UBI Number: 604 635 123 Business Type: FOREIGN PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 5 HUTTON CENTRE DR, SUITE 300, SANTA ANA, CA, 92707-8708, UNITED STATES Principal Office Mailing Address: 5 HUTTON CENTRE DR, SUITE 300, SANTA ANA, CA, 92707-8708, UNITED STATES Expiration Date: 07/31/2024 jurisdiction: UNITED STATES, CALIFORNIA Formation/ Registration Date: 07/09/2020 Period of Duration: PERPETUAL Inactive Date: Nature of Business: PROFESSIONAL SERVICES - LAND SURVEYING, CIVIL ENGINEERING, CONSTRUCTION MANAGEMENT, ENVIRONMENTAL hftps://ccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 1/2 1118/23, 9:49 AM Corporations and Charities System REGISTERED AGENT INFORMATION Registered Agent Name: CORPORATION SERVICE COMPANY Street Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES Mailing Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES GOVERNORS Title Governors Type Entity Name First Name Last Name GOVERNOR INDIVIDUAL STEVE MARGARONI GOVERNOR INDIVIDUAL CHAD WILSON GOVERNOR INDIVIDUAL NICOLAS TARDITTI GOVERNOR INDIVIDUAL ANN JOHNSTON Back Filing History Name History J E Print Return to Business Searrh https://ccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 212 11/8123, 9:51 AM Washington State Department of Revenue Washington State Department of Revenue < Business Lookup License Information: Entity name: PSOMAS DBA KPG PSOMAS INC. Business KPG PSOMAS name: Entity type: Profit Corporation UBI #: 604-Y35-123 Business ID: 001 Location ID: 0001 Location: Active Location address: Mailing address: 3131 ELLIOTT AVE STE 400 SEATTLE WA 98121-1006 100 CORPORATE POINTE STE 265 CULVER CITY CA 90230-7648 Excise tax and reseller permit status: Click here Secretary of State status: Click here New search Back to results https://secure.dor.wa.gov/gteunauth/_/#3 1 /4 11/8/23, 9:51 AM Washington State Department of Revenue Page 1 of 3 Endorsements Filter Endorsements held a License # Count Details Status Expiratior First issua Auburn General BUS-3922 Active Jul-31-20; Jul-18-20; Business - Non - Resident Bonney Lake Active Jul-31-20; May-17-2 General Business - Non -Resident Bothell General Active Jul-31-20; May-16-2 Business - Non - Resident Bremerton General 35530 Active Jul-31-20; May-16-2 Business - Non - Resident Burien General Active Jul-31-20; May-17-2 Business - Non - Resident Carnation General Active Jul-31-20; Jun-02-2C Business - Non - Resident Clyde Hill General Active Jul-31-20; Nov-02-2 Business - Non - Resident Covington General Active Jul-31-20; Jun-23-2( Business - Non, Resident Duvall General Active Jul-31-20; Jun-09-2( Business - Non- hftps://secure.dor.wa.gov/gteunauth/—f#3 214 11/8/23, 9:51 AM Washington State Department of Revenue Endorsements held i License # Count Details Status Expiratior First issua Resident East Wenatchee Active Jul-31-20; May-27-2 General Business - Non -Resident Eatonville General Active Jul-31-20; May-27-2 Business - Non - Resident Edmonds General Active. Jul-31-20; May-16-2 Business - Non - Resident Federal Way Active Jul-31-20; May-16-2 General Business - Non -Resident Fife General Active Jul-31-20; May-31-2 Business - Non - Resident Fircrest General Active Jul-31-20; May-19-2 Business - Non - Resident Governing People May include governing people not registered with Secretary of State Governing people Title JOHNSTON, ANN MARGARONI, STEVE TARDITTI, NICOLAS WILSON, CHAD https://secure.dor.wa.gov/gteunauth/_/#3 3/4 11/8/23, 9:51 AM Washington State Department of Revenue Registered Trade Names Registered trade names Status First issued KPG PSOMAS Active Jan-28-2022 The Business Lookup information is updated nightly. Search date and time: 11/8/2023 9:51:13 AM Contact us How are we. doing? Take our survey! Don't see what you expected? Check if your browser is supported hftps://secure.dor.wa.gov/gteunauth/_/#3 4/4 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF PSOMAS, a California corporation. December 31, 2021 THE UNDERSIGNED, being all of the members of the Board of Directors of Psomas, a California corporation (the "Corporation"), hereby adopt the following resolutions without a meeting as of the date set forth above,.pursuant to Section 307(b) of the General Corporation Law of California: RESOLVED that the following, being the Officers of the Corporation, be and hereby are authorized to execute any and all documents required to conduct the business of the Corporation, including, but not limited to contracts, leases and certifications; IT IS FURTHER RESOLVED that any one signature of .the Officers listed herein shall be sufficient to bind the Corporation; STEVE MARGARONi President and Chief Executive Officer NICK TARDITTI Chief Financial Officer, Treasurer, Assistant Secretary CHAD WILSON Vice President, Secretary CRAIG AHRENS Vice President ALEJANDRO ANGEL Vice President SESSYLE ASATO Vice President BRETT BARNETT Vice President JOSEPH BARTORFLLI Vice President REGINA BEEM Vice President STEVEN BEIN Vice President MARC BLAIN Vice President MONIKA BOWDEN Vice President MICHAEL BOWEN Vice President JOSEPH L. BOYLE Vice President SCOTT BRYANT Vice President BRIAN E. BULLOCK Vice President JEFFREY CHESS Vice President MARCIA CARRILLO Vice President MATTHEW D. CLARK Vice Resident MICHAEL J. CREHAN Vice President SARAH CURRAN Vice President CHRIS DAVENPORT Vice President NELSON DAVIS Vice President AMY DAY Vice President WILLI.AM ESTEPA Vice President MARY FIORE Vice President ROSE FISTROVIC Vice President PETER FITZPATRICK Vice President DAN FORGEY Vice President BRIAN FRAGIAO Vice President JASON FRITZLER Vice President PAUL GERVACIO Vice President JEFF GILLIS Vice President ERNEST GOMEZ Vice President DANNIE B. GREEN Vice President TIMOTHY G. HAYES Vice President GREGORY A. HELMER Vice President Unanimous Written Consent of the Board of Directors of Psomas December 31, 2021 Page 2 ALIA HOKUKI Vice President JIM HUNTER Vice President ROBERT J. IANNARINO Vice President RICHARD IMAN Vice President JEREMY JOHNSON Vice President ANN JOHNSTON Vice President VINCENT LUNGARI Vice President JENNIFER MARKS Vice President FRANK MARTIN Vice President NANDEZ MILLER Vice President DAVID A. MORITZ Vice President NATHANIEL MOZER Vice President ARIEF NAFTALI Vice President ANDREW NICKERSON Vice President ED O'BRIEN Vice President TRAVIS PERRY Vice President TOM PILARSKI Vice President MICHAEL R_ RED1G Vice President TERESITA REUTTER Vice President SCOTT ROCKE Vice President SEAN SAMSEL Vice President GARY SKREL Vice President SEAN SMITH Vice President THEO SMITH Vice President RICHARD M. SULLIVAN Vice President MICHAEL D. SWAN Vice President ROBERT J. TALAFUS Vice President KEVIN T. THORNTON Vice President BYRON G. TOBEY, JR. Vice President KIMBERLY (RAETZ) WENDER Vice President REUBEN TOLENTINO Vice President ALYSEN WEILAND Vice President DONALD LEE WHITELEY Vice President TERRENCE WRIGHT, JR. Vice President CAROLINE YONTEZ Vice President This Unanimous Written Consent shall be filed with the Minutes of the proceedings of the Board of Directors, and the actions taken hereby shall have the same force and effect as if taken at a meeting duly called and held. Rvan E. McLean Matthew D_ Clark David A. Moritz Mike Lucki RETURN TO: PW ADMIN EXT: 2700 ID #: 4281 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / Development Services .2. ORIGINATING STAFF PERSON: Cole Elliott EXT: 2730 3. DATE REQ. BY: 07/28/2023 .3. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION 0 CONTRACT AMENDMENT (AG#): 21 -195 ❑ INTERLOCAL ❑ OTHER 4. PROJECT NAME: -On -Call Plan Review and Construction Services 5. NAME OF CONTRACTOR: PSomas DBA KPG PSomas Inc. fka KPG, Inc. ADDRESS: 2502 Jefferson Ave. Tacoma WA 98402 TELEPHONE: E-MAIL: terry. wriaht(c-Di)somas.com FAV. SIGNATURE NAME: Terry Wria t 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. 12/3++1/_ UBI # _ . EXP. // 7. TERM: COMMENCEMENT DATE: TBD �J , COMPLETION DATE: 12/31/23 (no change) 8. TOTAL COMPENSATION: $ 276,000.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: 0 YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ 16 000.00 IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ 16.000.00 PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED 8 PROJECT MANAGER CE 07/14/2023 8 DIVISION MANAGER CE 07/14/2023 8 DEPUTY DIRECTOR DSW 7/19123 8 DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) 6 LAW DEPT TMW 7/19/23, TMW 7/26/23 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 7/28/23 DATE REC' D; 7131/23 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ❑ FINANCE DEPARTMENT 6 LAW DEPT CVR I o 6 SIGNATORY (MAYOR OR DIRECTOR) 6 CITY CLERK ❑ ASSIGNED AG # AG 71 lq!sz ❑ SIGNED COPY RETURNED DATE SENT: K cu 1, "� •�ry COMMENTS: " '�' EXECUTE" " ORIGINALS 1/2020 CITY OF CITY HALL Federal � 8th Avenue South Feder Federal Way, WA 98003-6325 �. (253) 835-7000 www atyoffederalway Com AMENDMENT NO. 2 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL PLAN REVIEW AND CONSTRUCTION INSPECTION SERVICES This Amendment ("Amendment No. 2") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Psomas dba KPG Psomas Inc. fka KPG, Inc., a California corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for On -Call Plan Review and Construction Inspection ("Agreement") dated effective December 22, 2021, as amended by Amendment No. 1 dated March 11, 2022 as follows: 1. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit B-2, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 4/2023 ,sSCITY OF ,� Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253)835-7000 www. cityoffederalway. coin IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: DATE: Psomas dba KPG Psomas Inc.: Printed Name: Terry Wright, P.E. Title: Contract Manager Date: ` \ n)N W7, STATE OF WASHINGTON ) ss. COUNTY OF ATTEST: ��Ivw�j S hanie Courtney, CMC, Ci C erk APPROVED AS TO FORM: �• J. yan Call, City Atto YKI On this day personally appeared before me Tegy Wright, t, P.E., to me known to be the Contract Manager of Psomas dba KPG Psomas Inc. that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that they were 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 2023 Notary's signature ..'�•�R PEr� t�Notary's printed name r � 4y N. ipz Notary P blic in and for the State of Washington. s *•i�� My commission expires j1 11 T � LO i(V_ i -A i = 11r.WA S0110 AMENDMENT - 2 - 4/2023 CITY OF CITY HALL �� 33325 8th Avenue South e d Y Federal Way, WA 9800303-6325 (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: By: Jim Ferrell, Mayor Stephanie Courtney, CMC, City Clerk DATE: APPROVED AS TO FORM: J. Ryan Call, City Attorney Psomas dba KPG Psomas Inc.: By: Printed Name: Terry Wright, P.E. Title: Contract Manager Date: 1 )N W STATE OF WASHINGTON ) ss. COUNTY OF On this day personally appeared before me Terr�Wri Wright, P_E., to me known to be the Contract Manager of Psomas dba KPG Psomas Inc. that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that they were 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 ~ , 20A3. Notary's signature Notary's printed name Notary P blic in and for the State of Washington. My commission expires //' / 2-./ Zd 71_[ AMENDMENT - 2 - 4/2023 CITY OF 111111 Federal Way EXHIBIT B-2 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 mvw cilyoffederalway. com 1. Total -Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed One -Hundred Thousand and No/100 Dollars ($100,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Two - Hundred Sixty Thousand and No/100 Dollars ($260,000.00). 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 rate schedule for Contractor's personnel as shown below: Psomas dba KPG Psomas Inc. Summary of Negotiated Costs Effective July 17, 2023 through December 31, 2023 Classi0cation 2023 Inclusive Rate Rounded to $1 !Principal 284 :Engineering Manager 250 ;Senior Engineer 214 ;Senior Project Engineer 202 'Project Engineer I 148 .Project Engineer 11 174 .Project Engineer 111 187 .Design Engineer I 133 .Design Engineer II 139 .Engineering Technician 114 Technician 101 'Engineering Assistant 91 Senior Project Manager Survey 250 ;Survey Crew I (w/Equip) 204 Survey Crew 11(w/Equip) 259 .Field Surveyor I 91 Field Surveyor II 122 .Field Surveyor III 144 Survey Assistant 91 .Project Surveyor 163 Surveyor I 91 ;Surveyor 11 121 Surveyor III 136 AMENDMENT - 3 - 4/2023 CITY OF � Federal CITY HALL ■ � ■ay 33325 Avenue South vv Federal Way. WA 98003-6325 (253)835-7000 www OWffederalway com (Urban Design Manager 199 Project Landscape Architect 154 (Landscape Technician 101 Landscape Assistant 90 Senior Transportation Planner 189 Transportation Planner 113 environmental Manager 218 !Senior Environmental Planner I 181 ;Senior Environmental Planner II 245 Managing Biologist 1 181 Managing Biologist II 202 'Managing Biologist III 229 'Senior Archaeologist 167 GIS Manager 160 Senior Biologist I 136 `Senior Biologist II 157 'Word Processor 118 'Biologist I 79 'Biologist II 106 Biologist III 127 Environmental Planner 157 Editor 91 ,GIS Tech 87 'Cultural Resource Specialist 82 Senior Construction Manager 244 Construction Manager 184 ;Senior Resident Engineer 171 Resident Engineer 154 Assistant Resident Engineer 144 :Senior Construction Observer 190 Construction Observer I 106 Construction Observer II 130 Construction Observer III 142 Construction Technician 91 IDocument Control Specialist I 121 IDocument Control Specialist II 142 ]Document Control Admin 104 Construction Assistant 75 CAD Manager 179 Senior CAD Technician 137 CAD Technician 124 AMENDMENT - 4 - 4/2023 CITY OF 4k Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 wwwcitwffederalway com (Business Manager 177 .Senior Admin 133 Office Admin 103 Office Assistant 82 Reimbursable Expenses The actual customary and incidental expenses incurred by Contractor in performing the Services including items listed below and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed Sixteen Thousand and No/100 Dollars ($16,000.00). Outside Expenses Any outside expenses including subconsultant and subcontractor services incurred for this project by Psomas dba KPG Psomas Inc. will be charged at 110% of actual cost of expense. AMENDMENT - 5 - 4/2023 7/25/23, 5:10 PM Corporations and Charities System BUSINESS INFORMATION Business Name: PSOMAS DBA KPG PSOMAS INC. UBI Number: 604 635 123 Business Type: FOREIGN PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 5 HUTTON CENTRE DR, SUITE 300, SANTAANA, CA, 92707-8708, UNITED STATES Principal Office Mailing Address: 5 HUTTON CENTRE DR, SUITE 300, SANTA ANA, CA, 92707-8708, UNITED STATES Expiration Date: 07/31/2024 Jurisdiction: UNITED STATES, CALIFORNIA Formation/ Registration Date: 07/09/2020 Period of Duration: PERPETUAL Inactive Date: Nature of Business: PROFESSIONAL SERVICES - LAND SURVEYING, CIVIL ENGINEERING, CONSTRUCTION MANAGEMENT, ENVIRONMENTAL REGISTERED AGENT INFORMATION Registered Agent Name: CORPORATION SERVICE COMPANY Street Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES Mailing Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES GOVERNORS Title Governors Type GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL Entity Name First Name Last Name STEVE MARGARONI CHAD WILSON NICOLAS TARDITTI ANN JOHNSTON https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1/1 8/1/23, 4:21 PM Washington State Department of Revenue < Business Lookup License Information: Entity name: PSOMAS DBA KPG PSOMAS INC. Business KPG PSOMAS name: Entity type: Profit Corporation UBI #: 604-635-123 Business ID: 001 Location ID: 0001 Location: Active Location address: 3131 ELLIOTT AVE STE 400 SEATTLE WA 98121-1006 Mailing address: 100 CORPORATE POINTE STE 265 CULVER CITY CA 90230-7648 Excise tax and reseller permit status: Click here Secretary of State status: Endorsements https:Hsecure.dor.wa.gov/gteunauth//#3 Click here Page 1 of 3 Ft 1, New search Back to results 1/4 8/1/23, 4:21 PM Washington State Department of Revenue Endorsements held i License # Count Details Non -Resident Eatonville General Active Business - Non - Resident Expiration First issue Jul-31-20. May-27-2 Edmonds General Active Jul-31-20, May-16-2 Business - Non - Resident Federal Way Hctive Jul-31-20, May-16-2 General Business - Non -Resident Fife General Active Jul-31-20, May-31-2 Business - Non - Resident Fircrest General Active Jul-31-20, May-19-2 Business - Non - Resident Governing People May include governing people not registered with Secretary of State Governing people Title JOHNSTON, ANN MARGARONI, STEVE TARDITTI, NICOLAS WILSON, CHAD Registered Trade Names https://secure.dor.wa.gov/gteunauth/_/#3 3/4 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF PSOMAS, a California corporation. December 31, 2021 THE UNDERSIGNED, being all of the members of the Board of Directors of Psomas, a California corporation (the "Corporation"), hereby adopt the following resolutions without a meeting as of the date set forth above, pursuant to Section 307(b) of the General Corporation Law of California: RESOLVED that the following, being the Officers of the Corporation, be and hereby are authorized to execute any and all documents required to conduct the business of the Corporation, including, but not limited to contracts, leases and certifications; IT IS FURTHER RESOLVED that any one signature of the Officers listed herein shall be sufficient to bind the Corporation; STEVE MARGARONI President and Chief Executive Officer NICK TARDITTI Chief Financial Officer, Treasurer, Assistant Secretary CHAD WILSON Vice President, Secretary CRAIG AHRENS Vice President ALEJANDRO ANGEL Vice President SESSYLE ASATO Vice President BRETT BARNETT Vice President JOSEPH BARTORELLI Vice President REGINA BEEM Vice President STEVEN BEIN Vice President MARC BLAIN Vice President MONIKA BOWDEN Vice President MICHAEL BOWEN Vice President JOSEPH L. BOYLE Vice President SCOTT BRYANT Vice President BRIAN E. BULLOCK Vice President JEFFREY CHESS Vice President MARCIA CARRILLO Vice President MATTHEW D. CLARK Vice President MICHAEL J. CREHAN Vice President SARAH CURRAN Vice President CHRIS DAVENPORT Vice President NELSON DAVIS Vice President AMY DAY Vice President WILLIAM ESTEPA Vice President MARY FIORE Vice President ROSE FISTROVIC Vice President PETER FITZPATRICK Vice President DAN FORGEY Vice President BRIAN FRAGIAO Vice President JASON FRITZLER Vice President PAUL GERVACIO Vice President JEFF GILLIS Vice President ERNEST GOMEZ Vice President DANNIE B. GREEN Vice President TIMOTHY G. HAYES Vice President GREGORY A. HELMER Vice President Unanimous Written Consent of the Board of Directors of Psomas December 31, 2021 Page 2 ALIA HOKUKI Vice President JIM HUNTER Vice President ROBERT J. IANNARINO Vice President RICHARD IMAN Vice President JEREMY JOHNSON Vice President ANN JOHNSTON Vice President VINCENT LUNGARI Vice President JENNIFER MARKS Vice President FRANK MARTIN Vice President NANDEZ MILLER Vice President DAVID A. MORITZ Vice President NATHANIEL MOZER Vice President ARIEF NAFTALI Vice President ANDREW NICKERSON Vice President ED O'BRIEN Vice President TRAVIS PERRY Vice President TOM PILARSKI Vice President MICHAEL R. REDIG Vice President TERESITA REUTTER Vice President SCOTT ROCKE Vice President SEAN SAMSEL Vice President GARY SKREL Vice President SEAN SMITH Vice President THEO SMITH Vice President RICHARD M. SULLIVAN Vice President MICHAEL D. SWAN Vice President ROBERT J. TALAFUS Vice President KEVIN T. THORNTON Vice President BYRON G. TOBEY, JR. Vice President KIMBERLY (RAETZ) WENDER Vice President REUBEN TOLENTINO Vice President ALYSEN WEILAND Vice President DONALD LEE WHITELEY Vice President TERRENCE WRIGHT, JR. Vice President CAROLINE YONTEZ Vice President This Unanimous Written Consent shall be filed with the Minutes of the proceedings of the Board of Directors, and the actions taken hereby shall have the same force and effect as if taken at a meeting duly called and held. Ryan E. McLean Matthew D. Clark David A. Moritz Mike Lucki .tt� - � �\ Unanimous Written Consent of the Board of Directors of Psomas December 31, 2021 Page 3 Ann Johnston Alejandro Angel Donald Lee Whiteley Steve Margaroni Byron Tobey RETURN TO: PW ADMIN EXT: 2700 ID #: 4063 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIv: PUBLIC WORKS / Development Services 2. ORIGINATING STAFFPERSON'. Cole Elliott . EXT: 2730 3. DATE REQ. BY: 02/255/2022 3. TYPE OF DOCUMENT (CHECK ONE): p CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ® CONTRACT AMENDMENT (AG#): 21 -195 ❑ INTERLOCAL ❑ OTHER 4. PROJECT NAME: On -Call Plan Review and Construction Services 5. NAME OF CONTRACTOR: KPG, Inc. ADDRESS: 2502 Jefferson Ave. Tacoma, WA 98402 TELEPHONE: E-MAIL: TefTyOkea.com _ FAX: SIGNATURE NAME: Terry Wright TITLE: Prooect Mana er 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: COMPLETION DATE:)O C tjA fXG _ - kZ1:5_1-L3 8. TOTAL COMPENSATION: $ 1 76,000.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: is YES 13 NO IF YES, MAXIMUM DOLLAR AMOUNT: $ 16 000.00 IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ 16.000.00 PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 360317-24110 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED 8 PROJECT MANAGER CE 02/17/2022 d DIVISION MANAGER CE 02/1712022 6 DEPUTY DIRECTOR Dsw 2122J22 d DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) A LAW DEPT 2.25.22 MP 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 2/28/22 DATE REC' M 3/7122 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ❑ FINANCE DEPARTMENT 6 LAW DEPT it Ito 6 SIGNATORY (MAYOR OR DIRECTOR) 8 CITY CLERK ASSIGNED AG # AAG DATE SENT: r '� COMMENTS: EXECUTE" 'ORIGINALS 1/2020 G}7y OF CITY HALL Fed a ra I Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www_ atyoffederahvay. com AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL PLAN REVIEW AND CONSTRUCTION INSPECTION SERVICES This Amendment ("Amendment No. I") is made between the City of Federal Way, a Washington municipal corporation ("City"), and KPG, Inc. a Washington professional services corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for On -Call Plan Review and Construction Inspection Services ("Agreement") dated effective December 22, 2021, as follows: 1. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit B-1, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 3/2017 arr OF L Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. cityoffederahvay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: LOW DATE: 1 Z�� KPG, INC.: By:.f�% Terry Wright, PE Contract Manager/Principal in Charge Date: -3 /.1" /0-iew- STATE OF WASHINGTON ) ) ss. COUNTY OF k l ) ATTEST: phanie Courtney, CMC, Ci Clerk APPROV D AS TO FORM: Ryan Call, City Attorney On this daWnadtr ersonally appeared before me ;ZYfq �%� to me known to be the }vr� of ), /X PSu�S 0 that executed the foregoing instrument, and acknowledged the said instr 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. n� GIVEN my hand and official seal this day of Imo►" , 20, � Notary's signaturevvvvwvww Lucy Ann Jacoby 08trom Notary's printed name Notary Public Notary Public in and for the Staf State of Washington M commission expires t+N ApPoinMMM dreg Dart 9r2M Y p / Cemm spw Number 20121403 Washington. AMENDMENT - 2 - 3/2017 CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. cityofTederahvay. com EXHIBIT B-1 ADDITIONAL COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed One -Hundred Ten Thousand and No/ Dollars ($110,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed One -Hundred Sixty Thousand and No/ Dollars ($160,000.00). 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 rate schedule for Contractor's personnel as shown below: KPG, PS Summary of Negotiated Costs Effective July 20, 2021 through June 20, 2022 2021 Inclusive Rate Classification (Rounded to $1) Principal 274 Engineering Manager 246 Senior Engineer 203 Senior Project Engineer 179 Project Engineer II 153 Project Engineer 1 140 Design Engineer 126 Engineering Technician 104 Technician 100 Engineering Assistant 90 Principal Architect 234 Aviation Manager 183 Senior Architect 166 Architecture Technician II 126 Architecture Technician 1 100 FSurvey Manager 246 AMENDMENT - 3 - 3/2017 CITY OF Federal CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253)835-7000 www. crtyoffederahvay. com Survey Crew II (W/Equip) 238 Survey Crew I (W/Equip) 186 Project Surveyor 155 Senior Field Surveyor 128 Field Surveyor 116 Senior Survey Technician 128 Survey Technician 105 Survey Assistant 84 Urban Design Manager 195 Project Landscape Architect 141 Landscape Technician 100 Landscape Assistant 80 Senior Transportation Planner 167 Transportation Planner 109 Senior Construction Manager 234 Construction Manager 188 Senior Resident Engineer 155 Resident Engineer 136 Assistant Resident Engineer 122 Senior Construction Observer 155 Construction Observer III 140 Construction Observer II 123 Construction Observer 1 99 Construction Technician 90 122 Document Control Specialist Document Control Admin 83 Construction Assistant 74 CAD Manager 177 Senior CAD Technician 134 CAD Technician 112 Business Manager 174 Senior Admin 112 Office Admin 96 Office Assistant 80 AMENDMENT - 4 - 3/2017 CITY OF Federal CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www.cifyoffederalway.com Subs billed at cost plus 5%. Subs billed at cost plus 5%. Reimbursables billed at actual costs. Mileage billed at the current approved IRS mileage rate. Reimbursable Expenses The actual customary and incidental expenses incurred by Contractor in performing the Services including items listed below and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed Sixteen Thousand and No/100 Dollars ($16,000.00). Outside Expenses ALiy outside ex enses including subconsultant and subcontractor services incurred for this projectwill be charged at 110% of actual cost of expense. AMENDMENT - 5 - 3/2017 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF PSOMAS, a California corporation. December 31, 2021 THE UNDERSIGNED, being all of the members of the Board of Directors of Psomas, a California corporation (the "Corporation"), hereby adopt the following resolutions without a meeting as of the date set forth above, pursuant to Section 307(b) of the General Corporation Law of California: RESOLVED that the following, being the Officers of the Corporation, be and hereby are authorized to execute any and all documents required to conduct the business of the Corporation, including, but not limited to contracts, leases and certifications; IT IS FURTHER RESOLVED that any one signature of the Officers listed herein shall be sufficient to bind the Corporation; STEVE MARGARONI President and Chief Executive Officer NICK TARDITTI Chief Financial Officer, Treasurer, Assistant Secretary CHAD WILSON Vice President, Secretary CRAIG AHRENS Vice President ALEJANDRO ANGEL Vice President SESSYLE ASATO Vice President BRETT BARNETT Vice President JOSEPH BARTORELLI Vice President REGINA BEEM Vice President STEVEN BEIN Vice President MARC BLAIN Vice President MONIKA BOWDEN Vice President MICHAEL BOWEN Vice President JOSEPH L. BOYLE Vice President SCOTT BRYANT Vice President BRIAN E. BULLOCK Vice President JEFFREY CHESS Vice President MARCIA CARRILLO Vice President MATTHEW D. CLARK Vice President MICHAEL J. CREHAN Vice President SARAH CURRAN Vice President CHRIS DAVENPORT Vice President NELSON DAVIS Vice President AMY DAY Vice President WILLIAM ESTEPA Vice President MARY FIORE Vice President ROSE FISTROVIC Vice President PETER FITZPATRICK Vice President DAN FORGEY Vice President BRIAN FRAGIAO Vice President JASON FRITZLER Vice President PAUL GERVACIO Vice President JEFF GILLIS Vice President ERNEST GOMEZ Vice President DANNIE B. GREEN Vice President TIMOTHY G. HAYES Vice President GREGORY A. HELMER Vice President Unanimous Written Consent of the Board of Directors of Psomas December 31, 2021 Page 2 ALIA HOKUKI Vice President JIM HUNTER Vice President ROBERT J. IANNARINO Vice President RICHARD IMAN Vice President JEREMY JOHNSON Vice President ANN JOHNSTON Vice President VINCENT LUNGARI Vice President JENNIFER MARKS Vice President FRANK MARTIN Vice President NANDEZ MILLER Vice President DAVID A. MORITZ Vice President NATHANIEL MOZER Vice President ARIEF NAFTALI Vice President ANDREW NICKERSON Vice President ED O'BRIEN Vice President TRAVIS PERRY Vice President TOM PILARSKI Vice President MICHAEL R. REDIG Vice President TERESITA REUTTER Vice President SCOTT ROCKE Vice President SEAN SAMSEL Vice President GARY SKREL Vice President SEAN SMITH Vice President THEO SMITH Vice President RICHARD M. SULLIVAN Vice President MICHAEL D. SWAN Vice President ROBERT J. TALAFUS Vice President KEVIN T. THORNTON Vice President BYRON G. TOBEY, JR. Vice President KIMBERLY (RAETZ) WENDER Vice President REUBEN TOLENTINO Vice President ALYSEN WEILAND Vice President DONALD LEE WHITELEY Vice President TERRENCE WRIGHT, JR. Vice President CAROLINE YONTEZ Vice President This Unanimous Written Consent shall be filed with the Minutes of the proceedings of the Board of Directors, and the actions taken hereby shall have the same force and effect as if taken at a meeting duly called and held. Ryan E. McLean Matthew D. Clark David A. Moritz Mike Lucki ttk - t k� ,Lc*,a" I �-- Unanimous Written Consent of the Board of Directors of Psomas December 31, 2021 Page 3 Ann , Jo<hns�ton 2tt- Alejandro Angel Donald Lee Whiteley Steve Margaroni Byron Tobey ek Client#: 25181 PSOMAS DATE (MMIDD/YYYY) ACORD. CERTIFICATE OF LIABILITY INSURANCE 2/10/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must 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 CONTACT Katie Kresner NAME: Greyling Ins. Brokerage/EPIC a/c° No, EXt:770.220.7695 AIC,Nn: 866.550.4082 3780 Mansell Road, Suite 370 E-MAIL Katie.Kresner@greyling.com ADDRESS: resne re yIIn g• Alpharetta, GA 30022 INSURER(S) AFFORDING COVERAGE NAIC# INSURERA: National Union Fire Ins. Co. 19445 INSURED INSURER B KPG Psomas Inc. INSURER C 3131 Elliott Avenue, Suite 400 INSURER D Seattle, WA 98121 INSURER E INSURER F rnveoer_Ge r`FRTIFIrATF NLIMRFR• 21-92 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. CTR"t TYPE OF INSURANCE INS.R WVD POLICY NUMBER MMIDC E F (MMI ICY EXP YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE 51 OCCUR GL5268212 34/01/2021 04/01/2022 EACH OCCURRENCE $1 000 000 PREMISS da=ence $500 000 MED EXP (Any one person) s25 000 PERSONAL & ADV INJURY S1,000,000 LAGGREGATELIMITAPPLIESPER: POLICYI 1J�LOC M'OTHER: GENERAL AGGREGATE $2000,000 PRODUCTS-COMPIOPAGG $2,000,000 $ A AUTOMOBILE LIABILITY X ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED x AUTOS ONLY X AUTOS ONLY CA4489706 D4/01/2021 04101/2022 �MaBI�NI�sINGLELIMIr $2,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per a tl $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ H. AGGREGATE $ DIED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE rr�Y----��I ��N' OFFICER/MEMBER EXCLUDED? !� (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N I A WC015893764(AOS) WC015893765(CA) 014/01/2021 04/01/2021 04/01/202 04/01/202 OTH- X PER ER_ E.L.EACH ACCIDENT S1,000,000 E.L DISEASE - EA EMPLOYEE $1,000 000 E.L. DISEASE -POLICY LIMIT 1 $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: KPG PN 21136 On -Call Plan Review and Construction Inspection Services. City of Federal Way Attn: Cole Elliott 33325 8th Ave S Federal Way, WA 98003-0000 Illivib: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE -5�1111 ©1988-2015 ACORD CORPORATION. All rights reservea. ACORD 25 (2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD #S3116326/M2627561 JNOY1 CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 2/8/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER N;A Lisa Shimizu-Fookes AssuredPartners Design Professionals Insurance Services, LLC PHONE 714�127-3482 3697 Mt. Diablo Blvd Suite 230 LL ° E Lafayette CA 94549 ADolzEss, llse.fookes®assure INSURED PSOMASO-01 KPG Psomas Inc. 3131 Elliott Ave., #400 Seattle WA 98121 E: INSURE S AFFORDING COVERAGE NAIC# XL SDecialty Insurance Comoanv 37885 COVERAGES CERTIFICATE NUMBER: 1633344757 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TNSR 13L S BIR POLICYEFF POLICYFXP LIMITS LT TYPE OF INSURANCE POLICY NUMBER MWDD W COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $DAMAGE CLAIMS -MADE OCCUR _ $ TO RENTED PREMISES tEg eocurni MED EXP (Any one person) s PERSONAL & ADV INJURY S GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY D PRO- LOC JECT PRODUCTS - COMP/OP AGG $ OTHER: I 1 1 $ AUTOMOBILE LIABILITY CpMaccidenBINEDtSINGLELIMT a $ BODILY INJURY (Per person) ANY AUTO $ OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY AUTOS ONLY BODILY INJURY (Per accident) $ $ PROPERTY DAWRF Per ami ent UMBRELLA LIAB OCCUR EACH OCCURRENCE $ HCLAIMS-MADE AGGREGATE EXCESS LIAR $ _ DED I I RETENTION.$ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETOR/PARTNER/EXECUTIVE PER OTH- STATUTE ER S E.L. EACH ACCIDENT OFFICER/MEMBER EXCLUDED? ❑ NIA (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE $ E.L DISEASE - POLICY LIMIT If yes, describe under DESCRIPTION OF OPERATIONS below $ A Professional Liability Y DPR9983805 10/15/2021 10/15/2022 $3,000,000 per claim $5.000,000 agg Claims -Made includes Pollution Liability DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE:KPG PN 21136 — On -Call Plan Review and Construction Inspection Services City of Federal Way Attn: Cole Elliott 33325 8th Avenue South Federal Way WA 98003 LASYVCL.L.AI IU[Y dU L1ayS an11 -1V TO IF SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE i - ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD 2/22/22, 8:39 AM Corporations and Charities System BUSINESS INFORMATION Business Name: KPG, INC. UBI Number: 601 248 468 Business Type: WA PROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 3131 ELLIOTT AVE STE 400, SEATTLE, WA, 98121-1006, UNITED STATES Principal Office Mailing Address: 555 S FLOWER ST STE 4300, LOS ANGELES, CA, 90071-2405, UNITED STATES Expiration Date: 05/31/2022 Jurisdiction: UNITED STATES, WASHINGTON Formation/ Registration Date: 05/10/1990 Period of Duration: PERPETUAL Inactive Date: Nature of Business: PROFESSIONAL, SCIENTIFIC & TECHNICAL SERVICES REGISTERED AGENT INFORMATION Registered Agent Name: KPG, INC. Street Address: 3131 ELLIOTT AVE STE 400, SEATTLE, WA, 98121-1006, UNITED STATES Mailing Address: 3131 ELLIOTT AVE STE 400, SEATTLE, WA, 98121-1006, UNITED STATES GOVERNORS Title Governors Type Entity Name First Name Last Name GOVERNOR ENTITY PSOMAS, A CALIFORNIA CORPORATION https://ccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 1 /1 2/22/22, 8:41 AM Washington State Department of Revenue Washington State Department of Revenue < Business Lookup License information: Entity name: KPG, INC. Business KPG PSOMAS name: Entity type: Profit Corporation UBI #: 601-248-468 Business ID: 001 Location ID: 0001 Location: Active Location address: 3131 ELLIOTT AVE STE 400 SEATTLE WA 98121-1006 Mailing address: 555 S FLOWER ST STE4300 LOS ANGELES CA 90071-2405 Excise tax and reseller permit status: Click here Secretary of State status: Click here Page 1 of 3 Endorsements Filter Endorsements held a License # Count Details Status hftps://secure.dor.wa.gov/gteunauth/—/#3 M New search Back to results Exniratioi First issua 1 /4 2/22/22, 8:41 AM Washington State Department of Revenue Endorsements held a License # Count Details _._.__ Expiratim First Issua Architect Firm View Architect Active May-31-2 Jun-20-2( Bonney Lake Active May-31-2 Apr-06-2( General Business - Non -Resident Bremerton General 34494 Active May-31-2 Jan-01-2C Business - Non - Resident Burien General 07412 Active May-31-2 Dec-16-21 Business - Non - Resident Carnation General Active May-31-2 Sep-30-21 Business - Non - Resident Castle Rock Active May-31-2 Sep-23-21 General Business - Non -Resident Clyde Hill General Active May-31-2 Apr-06-2( Business - Non - Resident Covington General Active Jul-31-20, Aug-23-2 Business - Non - Resident Duvall General Active May-31-2 Jan-03-2C Business - Non - Resident East Wenatchee Active May-31-2 Jan-23-2C General Business - Non -Resident https://secure.dor.wa.gov/gteunauth/_/#3 2/4 2/22/22, 8:41 AM Washington State Department of Revenue Endorsements held a License # Count Details Expiratioi First issua Eatonville General Active May-31-2 Jan-07-2C Business - Non - Resident Edmonds General NR-0267? Active May-31-2 Apr-22-2( Business - Non - Resident Federal Way 06-10104, Active May-31-2 Mar-06-2 General Business - Non -Resident Fife General Active May-31-2 Jan-16-2C Business - Non - Resident Fircrest General Active May-31-2 Apr-08-2( Business - Non - Resident Governing People May include governing people not registered with Secretary of State Governing people Title PSOMAS, A CALIFORNIA CORPORATION Registered Trade Names Registered trade names Status KPG PSOMAS Active KPG, P.S. Active PSOMAS DBA KPG Active PSOMAS https://secure.dor.wa.gov/gteunauth/_/#3 First issued Jan-26-2022 Apr-09-2018 Jan-13-2022 3/4 2/22/22, 8:41 AM Washington State Department of Revenue View Additional Locations The Business Lookup information is updated nightly. Search date and time: 2/22/2022 8:40:53 AM Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported hftps://secure.dor.wa.gov/gteunauth/—/#3 4/4 RETURN TO: PW ADMIN EXT: 2700 ID 4: 4029 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/Div: PUBLIC WORKS / Development Services 2. ORIGINATING STAFF PERSON: Cole Elliott, PE EXT: 2730 3. DATE REQ. BY: 12/13/2021 3. 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 (AG4): ❑ INTERLOCAL ❑ OTHER 4. PROJECTNAME: On -Call Plan Review and Construction Inspection Services 5. NAME OF CONTRAC TOR: KPG PS ADDRESS: 2502 Jefferson Ave. Tacoma, VITA 98402 TELEPHONE: 253-627-0720 E-MAIL: Terrv(d)kp l.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 4 BL, EXP. 12/31/ UBI 4 , EXP. / / 7. TERM: COMMENCEMENT DATE: TBD COMPLETION DATE: 12/31 /23 8. TOTAL COMPENSATION: $ 50,000 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 101-4200-220-543-30-411 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED 6 PROJECT MANAGER CE 12/3/2021 6 DIVISION MANAGER CE 12/3/2021 8 DEPUTY DIRECTOR DSW 1213/21 8 131RECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) 6 LAW DEPT KVA 12/15/2021 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: SCHEDULED COUNCIL DATE: 11. CONTRACT SIGNATURE ROUTING INITIAL / DATE APPROVED COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 12/16/21 DATE REC• D: 12/22/21 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED jTrSEN�� COMMENTS: EXECUTE" "ORIGINALS ❑ FINANCE DEPARTMENT Bt LAW DEPT JK SIGNATORY (MAYOR OR DIRECTOR) K CITY CLERK ❑ ASSIGNED AG 4 ❑ SIGNED COPY RETURNED 1/2020 CITY OF CITY HALL �. Fe d e ra I Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www.c#WffederaM,ay.com PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL PLAN REVIEW AND CONSTRUCTION INSPECTION SERVICES This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and KPG, P.S., a Washington professional service 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: KPG, P.S.: Terry Wright 2502 Jefferson Ave Tacoma, WA 98402 253-230-4370 tegy@kpg.com The Parties agree as follows: CITY OF FEDERAL WAY: Cole Elliott, PE 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-2730 (telephone) (253) 835-2709 (facsimile) 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. PROFESSIONAL SERVICES AGREEMENT - 1 - Rev. 7/2021 CITY OF CITY HALL Federal Way 8th Avenue South Feder Federal Way, WA 98003-6325 (253) 835-7000 www ci"ffederahvay com 4.2 Method of Payment. On a monthly basis, the Contractor shall submit a voucher or invoice in the form specified by the City, including a description of what Services have been performed, the name of the personnel performing such Services, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final bill upon completion of all Services. Payment shall be made on a monthly basis by the City only after the Services have been performed and within thirty (30) days following receipt and approval by the appropriate City representative of the voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 4.3 Non -Appropriation_ of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. INDEMNIFICATION. 5.1 Contractor Indemnification. The Contractor agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives; arising from, resulting from, or in connection with this Agreement or the acts, errors or omissions of the Contractor in performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Contractor's negligence. Contractor shall ensure that each sub -contractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties acknowledge that they have mutually negotiated this waiver. 5.3 City Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub -contractors harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor, their agents, representatives, employees, or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: PROFESSIONAL SERVICES AGREEMENT - 2 - Rev. 7/2021 CITY OF CITY HALL �- Feder sth Avenue South Federal Way, WA 98003-6325 Fe d e ra [ Way (253) 835-7000 www ci"ffedera/way com 6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products -completed operations, stopgap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $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 acts, errors or omissions of the Contractor. 6.2. No Limit of Liability'. Contractor's maintenance of insurance as required by this Agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with Contractor's insurance. 6.3. Additional Insured, Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit C and incorporated by this reference. At the City's request, Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Contractor's insurance policies are "claims made," Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement shall be considered confidential and subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for immediate termination. All records submitted by the City to the Contractor will be safeguarded by the Contractor. The Contractor will fully cooperate with the City in identifying, assembling, and providing records in case of any public records request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media, or material that may be produced or modified by Contractor while performing the Services shall belong to the City upon delivery. The Contractor shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Contractor shall be delivered to the City. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Services specified in this Agreement, and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review, or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. PROFESSIONAL SERVICES AGREEMENT - 3 _ Rev. 7/2021 4SCITY OF CITY HALL Federa Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www ci"ffederahvay ciom 10. INDEPENDENT CONTRACTOR The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor sick leave, vacation pay, or any other benefit of employment, nor to pay any social security or other tax that may arise as an incident of this Agreement. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the Services specified in this Agreement and shall utilize all protection necessary for that purpose. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the Services. The Contractor shall pay all income and other taxes due except as specifically provided in Section 4 of this Agreement. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contractor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Contractor's failure to do so. 11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional services during the Term for other entities or persons; however, such performance of other services shall not conflict with or interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection, the negotiation, drafting, signing, administration of this Agreement, or the evaluation of the Contractor's performance. 12. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, honorably discharged veteran or military status, sexual orientation including gender expression or identity, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply, but not be limited to the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Parts 21, 21.5, and 26, or any other applicable federal, state, or local law or regulation regarding non- discrimination. 13. GENERAL PROVISIONS. 13.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any Exhibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. No provision of this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. 13.2 Assignment and Beneficiaries. Neither the Contractor nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non -assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and PROFESSIONAL SERVICES AGREEMENT - 4 - Rev. 7/2021 CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederaJway com obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 13.3 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence in this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity, or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules, and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; however, nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof, it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] PROFESSIONAL SERVICES AGREEMENT - 5 - Rev. 7/2021 "4 CITY OF AN Federal CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www o"ffederahvay com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: DATE: r KPG, P.S.: By: / Terry Wright, PE Contract Manager/Principal-in-Charge DATE: 0 l 1-7l20Z/ STATE OF WASHINGTON ) ss. COUNTY OFf lertfz} ATTEST: APPROVED AS TO FORM: tl , X--� - t; . Ryan Call, City Attorn -17- On this day personally appeared befo meJ to me known to be the of , that executed the foregoing ins urrtent. and dicknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN i "qid official seal this _ � Notary's F� OPTA,q, Notary's 3 U 1108240 AV81.�' — �VZ T.N.'''�� CIS. Zh A� 'ffl //it, O Il'111A15r l� `--�► Notary Public in and for the State of Washington. My commission expires Lp,lfr5l zn 2- PROFESSIONAL SERVICES AGREEMENT - 6 - Rev. 7/2021 cIrr OF .L Federal Way EXHIBIT A SERVICES l . The Contractor shall do or provide the following: CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www ciiyoffedera/way com Provide on -call Plan Review services to the City, as requested by the City. Services may include a wide range of traffic, transportation, storm drainage, and/or related engineering services. Upon identification of a task by the City, Contractor will prepare a scope of service, budget, and schedule to perform the task assignment, to be negotiated and agreed to by both Parties. Services shall be performed within the agreed budget and schedule. The City is not obligated to assign any specific number of tasks to the Contractor, and the Parties' obligation hereunder are limited to the tasks assigned in writing. Typical services that may be requested under this Agreement include, but are not limited to, the following: Review and approve engineering plans and reports for private developments including: commercial sites, multi -family sites, and residential developments. Engineering plans and reports may include: drainage, street improvements, grading plans, and/or erosion and sedimentation control plans per the City of Federal Way codes and development standards. It may also include review of a Master Drainage Plan in conformance with the King County Surface Water Design Manual (KCSWDM). Contractor shall provide on -call Construction Inspection services to the City, as requested by the City. Services may include a wide range of traffic, transportation, storm drainage, or related inspection services. Upon identification of a task by the City, Contractor will prepare a scope of service, budget, and schedule to perform the task assignment, to be negotiated and agreed to by both Parties. Services shall be performed within the agreed budget and schedule. The City is not obligated to assign any specific number of tasks to the Contractor, and the Parties' obligation hereunder are limited to the tasks assigned in writing. Typical services that may be requested under this Agreement include, but are not limited to, the following: Construction inspection of approved engineering plans and reports for private developments including: commercial sites, multi -family sites, and residential developments. Inspection services may include: drainage, street improvements, grading plans, and/or erosion and sedimentation control plans per the City of Federal Way codes and development standards. PROFESSIONAL SERVICES AGREEMENT - 7 - Rev. 7/2021 CITY OF CITY HALL 4!Federal ay Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederaWay com EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Fifty Thousand and No/100 Dollars ($50,000.00). 2. Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown below: KPG, PS Summary of Negotiated Costs Effective July 20, 2021 through June 20, 2022 2021 Inclusive Rate (Rounded to $1) Classification Principal 274 Engineering Manager 246 Senior Engineer 203 Senior Project Engineer 179 Project Engineer II 153 Project Engineer 1 140 Design Engineer 126 Engineering Technician 104 Technician 100 Engineering Assistant 90 Principal Architect 234 Aviation Manager 183 Senior Architect 166 Architecture Technician II 126 Architecture Technician 1 100 Survey Manager 246 Survey Crew II (W/Equip) 238 Survey Crew I (W/Equip) 186 Project Surveyor 155 PROFESSIONAL SERVICES AGREEMENT - 8 - Rev. 7/2021 C1iv of Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www 0yofFederahmy com Senior Field Surveyor 128 Field Surveyor 116 Senior Survey Technician 128 105 Survey Technician Survey Assistant 84 Urban Design Manager 195 Project Landscape Architect 141 Landscape Technician 100 Landscape Assistant 80 Senior Transportation Planner 167 Transportation Planner 109 Senior Construction Manager 234 Construction Manager 188 Senior Resident Engineer 155 Resident Engineer 136 Assistant Resident Engineer 122 Senior Construction Observer 155 Construction Observer III 140 Construction Observer II 123 Construction Observer 1 99 Construction Technician 90 Document Control Specialist 122 Document Control Admin 83 Construction Assistant 74 CAD Manager 177 Senior CAD Technician 134 CAD Technician 112 Business Manager 174 Senior Admin 112 Office Admin 96 Office Assistant 80 Subs billed at cost plus 5%. Subs billed at cost plus 5%. PROFESSIONAL SERVICES AGREEMENT 9 - Rev. 7/2021 CITY OF .L Federal Way Reimbursables billed at actual costs. Mileage billed at the current approved IRS mileage rate Reimbursable Expenses CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cilyoflederahvay.. com The actual customary and incidental expenses incurred by Contractor in performing the Services including items listed below and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed FIVE THOUSAND and No/100 Dollars ($5,000.00). Outside Expenses Any outside expenses including subconsultant and subcontractor services incurred for this project will be charged at 110% of actual cost of expense. PROFESSIONAL SERVICES AGREEMENT - 10 - Rev. 7/2021 Client#: 1487397 KPGPS DATE (MM/DD/YYYY) ACORD,. CERTIFICATE OF LIABILITY INSURANCE 1 12/16/2021 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 ONTACT NAME: please See Below: USI Insurance Services NW PR PHONEo, 206 441-6300 610-362-8530 A/C, NExt : (AfC No 601 Union Street, Suite 1000 Annsass: Seattle.PLCertRequest@usi.com Seattle, WA 98101 INSURERS) AFFORDING COVERAGE NAIC # INSURED KPG, P.S. fka KPG, Inc. 3131 Elliott Avenue, Suite 400 Seattle, WA 98121-1006 INSURER A: Travelers Indemnity Co of America 25666 INSURER B : Berkley Insurance Company 32603 INSURER c : Charter Oak Fire Insurance Company 25615 INSURER D 1. INSURER E: 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. n TYPE OF INSURANCE NSR WVp POLICY NUMBER (MM/DIDY EFF /YYYY MM/L DY/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY X X 6809M6778552147 )1/01/2021 0110112022 EACH OCCURRENCE $1 000000 CLAIMS -MADE EX OCCUR DAMAGE OEaoccurence $1 000000 MED EXP (Any one person) s5,000 PERSONAL & ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000 000 POLICY 1 C F LOC PRODUCTS - COMP/OP AGG $2,000,000 OTHER: $ C AUTOMOBILE LIABILITY X X BA3R5763862147G )1/01/2021 01/01/2022 COMBINEDtSINGLE LIMrr $1,000000 x ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS HIRED NON -OWNED PROPERTYi7AMAGE $ X AUTOS ONLY X AUTOS ONLY Peraccdent $ A X UMBRELLA LIAB X . OCCUR X X CUP911016824352147 01/01/2021 01/01/2022 EACH OCCURRENCE $5 00O 000 EXCESS LIAB CLAIMS -MADE (Follow Form) AGGREGATE s5,000,000 DED I X RETENTION $1 O 000 $ A WORKERS COMPENSATION X 6809M6778552147 01/01/2021 01/01/202 PER X oTH. AND EMPLOYERS' LIABILITY ER ANY PROPRIETOMPARTNERXECUTIVE Y N fE(WA Stop Gap) E L EACH ACCIDENT $1 000 000 OFFICEPJMEMBER EXCLUDED � N / A -- (Mandatory in NH] E L DISEASE - EA EMPLOYEE $1 000 000 If yes, describe under DESCRIPTION OF OPERATIONS below E L DISEASE - POLICY LIMIT $1 000,000 B Professional X AEC904155903 D1/01/2021 01/01/202 $3,000,000 per claim Liability $5,000,000 ar l aggr. Incl. Pollution) DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: KPG PN 21136 - On -Call Plan Review and Construction Inspection Services. The General Liability and Automobile Liability policies include an automatic Additional Insured endorsement that provide 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 (See Attached Descriptions) CERTIFICATE HOLDER 4ANl.t=LLld I IUIV City of Federal Way Attn: Cole Elliott 33325 8th Avenue South Federal Way, WA 98003 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE C,�a , 12y,_ ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) 1 of 2 The ACORD name and logo are registered marks of ACORD #S34326387/M 31179879 N E KZP DESCRIPTIONS (Continued from Page 1) General Liability includes Additional Insured coverage for Ongoing and Completed Operations. The General Liability and Automobile Liability policies contain a special endorsement with Primary and Noncontributory wording, when required by written contract. The General Liability and Automobile Liability policies provide a Waiver of Subrogation when required by written contract. Umbrella Liability follows form. The General Liability, Automobile Liability and Professional Liability 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 #S34326387/M31179879 GENERAL PURPOSE ENDORSEMENT POLICY NUMBER: 6809M6778552147 OFFICE PAC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CGD361 This endorsement modifies insurance provided under the following: ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAMES OF ADDITIONAL INSURED PERSON(S) OR ORGANIZATION(S): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before,and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. LOCATION OF COVERED OPERATIONS: Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (INFORMATION REQUIRED TO COMPLETE THIS SCHEDULE, IF NOT SHOWN ABOVE, WILL BE SHOWN IN THE DECLARATIONS.) A. SECTION II - WHO IS AN INSURED IS AMENDED TO INCLUDE AS AN ADDITIONAL INSURED THE PERSON(S) OR ORGANIZATION(S) SHOWN IN THE SCHEDULE, BUT ONLYWITH RESPECT TO LIABILITY FOR "BODILY INJURY", "PROPERTY DAMAGE",PERSONAL INJURY OR "ADVERTISING INJURY" CAUSED, IN WHOLE OR IN PART, BY: 1. YOUR ACTS OR OMISSIONS; OR 2. THE ACTS OR OMISSIONS OF THOSE ACTING ON YOUR BEHALF; IN THE PERFORMANCE OF YOUR ONGOING OPERATIONS FOR THE ADDITIONALINSURED(S) AT THE LOCATION(S) DESIGNATED ABOVE. B. WITH RESPECT TO THE INSURANCE AFFORDED TO THESE ADDITIONAL INSURED, THE FOLLOWING ADDITIONAL EXCLUSIONS APPLY: This insurance does not apply to "bodily injury" or "property damage" occurring, or "personal injury" or "advertising injury" arising out of an offense committed, after: 1. ALL WORK, INCLUDING MATERIALS, PARTS OR EQUIPMENT FURNISHED INCONNECTION WITH SUCH WORK, ON THE PROJECT (OTHER THAN SERVICE, MAINTENANCEOR REPAIRS) TO BE PERFORMED BY OR ON BEHALF OF THE ADDITIONAL INSURED(S)AT THE LOCATION OF THE COVERED OPERATIONS HAS BEEN COMPLETED; OR 2. THAT PORTION OF "YOUR WORK" OUT OF WHICH THE INJURY OR DAMAGE ARISESHAS Page 1 of 2 CG T8 01 01 21 GENERAL PURPOSE ENDORSEMENT POLICY NUMBER: OFFICE PAC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CGD361 This endorsement modifies insurance provided under the following: BEEN PUT TO ITS INTENDED USE BY ANY PERSON OR ORGANIZATION OTHER THANANOTHER CONTRACTOR OR SUBCONTRACTOR ENGAGED IN PERFORMING OPERATIONS FOR APRINCIPAL AS A PART OF THE SAME PROJECT. CG D3 61 03 05 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. Page 2 of 2 CG T8 01 0121 GENERAL PURPOSE ENDORSEMENT POLICY NUMBER: 6809M6778552147 OFFICE PAC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG2037 This endorsement modifies insurance provided under the following: ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAMES OF ADDITIONAL INSURED PERSON(S) OR ORGANIZATION(S): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the products -completed operations hazard, provided that such contract was signed by you before, and is in effect when, the "bodily injury or "property damage" occurs. LOCATION AND DESCRIPTION OF COMPLETED OPERATIONS:Any project to which a written contract with the Additional Insured Person(s)or Organization(s) in the Schedule applies. (INFORMATION REQUIRED TO COMPLETE THIS SCHEDULE, IF NOT SHOWN ABOVE, WILL BE SHOWN IN THE DECLARATIONS.) A. SECTION II - WHO IS AN INSURED IS AMENDED TO INCLUDE AS AN ADDITIONAL INSURED THE PERSON(S) OR ORGANIZATION(S) SHOWN IN THE SCHEDULE, BUT ONLYWITH RESPECT TO LIABILITY FOR "BODILY INJURY", "PROPERTY DAMAGE" CAUSED, IN WHOLE OR IN PART, BY "YOUR WORK" AT THE LOCATION DESIGNATED ANDDESCRIBED IN THE SCHEDULE OF THIS ENDORSEMENT PERFORMED FOR THATADDITIONAL INSURED AND INCLUDED IN THE "PRODUCTS -COMPLETED OPERATIONS HAZARD". CG 20 37 07 04 Copyright ISO Properties, Inc. 2004 CG T8 02 01 21 Page 1 of 1 POLICY: 6809M6778552147 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under Section II — Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V — Definitions. SECTION I — COVERAGES COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" 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 "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" 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. (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; (2) The "bodily injury" or "property damage" occurs during the policy period; and (3) Prior to the policy period, no insured listed under Paragraph 1. of Section II — Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" which occurs during the policy period and was not, prior to the policy period, known to have occurred by any insured listed under Paragraph 1. of Section II — Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim, includes any continuation, change or resumption of that "bodily injury" or "property damage" after the end of the policy period. d. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section II — Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; No other obligation or liability to pay sums or (2) Receives a written or verbal demand or perform acts or services is covered unless claim for damages because of the bodily explicitly provided for under Supplementary injuryor property damage"; or Payments. (3) Becomes aware by any other means that b. This insurance applies to "bodily injury" and "bodily injury" or "property damage" has "property damage" only if: occurred or has begun to occur. CG T1 00 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY venture or limited liability company that is not shown as a Named Insured in the Declarations. This paragraph does not apply to any such partnership, joint venture or limited liability company that otherwise qualifies as an insured under Section II — Who Is An Insured. SECTION III — LIMITS OF INSURANCE 1. 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. 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. 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. Subject to Paragraph 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 injury" and "advertising injury" sustained by any one person or organization. S. Subject to Paragraph 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 b. Medical expenses under Coverage C; because of all "bodily injury" and "property damage" arising out of any one "occurrence". For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". a. The amount shown for the Damage To Premises Rented To You Limit in the Declarations of this Coverage Part; or b. $300,000 if no amount is shown for the Damage To Premises Rented To You Limit in the Declarations of this Coverage Part. 7. Subject to Paragraph S. 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. 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. You 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. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. 6. Subject to Paragraph S. above, the Damage To Premises Rented To You Limit is the most we will c. You and any other involved insured must: pay under Coverage A for damages because of (1) Immediately send us copies of any "premises damage" to any one premises. The demands, notices, summonses or legal Damage To Premises Rented To You Limit will be: papers received in connection with the claim or "suit"; CG T1 00 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 13 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY (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. 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. The following provisions apply to Paragraph a. above, but only for purposes of the insurance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. of Section II —Who Is An Insured: (1) Notice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known to you (if you are an individual), any of your partners or members who is an individual (if you are a partnership or joint venture), any of your managers who is an individual (if you are a limited liability company), any of your "executive officers" or directors (if you are an organization other than a partnership, joint venture, or limited liability company), any of your trustees who is an individual (if you are a trust) or any "employee" authorized by you to give notice of an "occurrence" or offense. (2) If you are a partnership, joint venture, limited liability company or trust, and none of your partners, joint venture members, managers or trustees are individuals, notice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known by: (a) Any individual who is: (i) A partner or member of any partnership or joint venture; (ii) A manager of any limited liability company; (iii) An executive officer or director of any other organization; or (iv) A trustee of any trust; that is your partner, joint venture member, manager or trustee; or (b) Any employee authorized by such partnership, joint venture, limited liability company, trust or other organization to give notice of an "occurrence" or offense. (3) Notice to us of such "occurrence" or offense will be deemed to be given as soon as practicable if it is given in good faith as soon as practicable to your workers' compensation insurer. This applies only if you subsequently give notice to us of the "occurrence" or offense as soon as practicable after any of the persons described in Paragraph e.(1) or (2) above discovers that the "occurrence" or offense may result in sums to which the insurance provided under this Coverage Part may apply. However, if this policy includes an endorsement that provides limited coverage for "bodily injury" or "property damage" or pollution costs arising out of a discharge, release or escape of "pollutants" which contains a requirement that the discharge, release or escape of "pollutants" must be reported to us within a specific number of days after its abrupt commencement, this Paragraph e. does not affect that requirement. 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. Page 14 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY 4. Other Insurance If valid and collectible other 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 described in Paragraphs a. and b. below. As used anywhere in this Coverage Part, other insurance means insurance, or the funding of losses, that is provided by, through or on behalf of: (i) Another insurance company; (i1) Us or any of our affiliated insurance companies, except when the Non cumulation of Each Occurrence Limit provision of Paragraph 5. of Section III — Limits Of Insurance or the Non cumulation of Personal and Advertising Injury Limit provision of Paragraph 4. of Section III — Limits of Insurance applies because the Amendment — Non Cumulation Of Each Occurrence Limit Of Liability And Non Cumulation Of Personal And Advertising Injury Limit endorsement is included in this policy; (iii) Any risk retention group; or (iv) Any self-insurance method or program, in which case the insured will be deemed to be the provider of other insurance. Other insurance does not include umbrella insurance, or excess insurance, that was bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. As used anywhere in this Coverage Part, other insurer means a provider of other insurance. As used in Paragraph c. below, insurer means a provider of insurance. a. Primary Insurance This insurance is primary except when Paragraph b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in Paragraph c. below, except when Paragraph d. below applies. b. Excess Insurance (1) This insurance is excess over: (a) Any of the other insurance, whether primary, excess, contingent or on any other basis: (i) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work'; (ii) That is insurance for "premises damage"; (iii) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to any exclusion in this Coverage Part that applies to aircraft, "autos" or watercraft; (iv) That is insurance available to a premises owner, manager or lessor that qualifies as an insured under Paragraph 4. of Section II — Who Is An Insured, except when Paragraph d. below applies; or (v) That is insurance available to an equipment lessor that qualifies as an insured under Paragraph S. of Section II — Who Is An Insured, except when Paragraph d. below applies. (b) Any of the other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured, or is any other insured that does not qualify as a named insured, under such other insurance. (2) 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. (3) 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: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self - insured amounts under all that other insurance. (4) 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. CG T1 00 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 15 of 21 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY 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. d. Primary And Non -Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis, this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. S. 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. a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 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 If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 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 a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: c. The first Named Insured must keep records of a. Notices that are published include material the information we need for premium placed on the Internet or on similar electronic computation, and send us copies at such times means of communication; and as we may request. b. Regarding websites, only that part of a website 6. Representations that is about your goods, products or services P for the purposes of attracting customers or By accepting this policy, you agree: supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: 680-9M677855-21-47 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 02/15/2021 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYERS OVERHEAD LIABILITY This modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIST OF STATES WA LIMITS OF INSURANCE BODILY INJURY BY ACCIDENT BODILY INJURY BY DISEASE BODILY INJURY BY DISEASE SCHEDULE 1, 000, 000 EACH ACCIDENT 1,000,000 AGGREGATE 1,000,000 EACH EMPLOYEE None of the terms of the Coverage Part to which this endorsement is attached apply to the insurance provided by this endorsement, except for the COM- MON POLICY CONDITIONS and Section IV — COM- MERCIAL GENERAL LIABILITY CONDITIONS. SECTION I — COVERAGE 1. Insuring Agreement This insurance applies to "bodily injury" by acci- dent or "bodily injury" by disease to your "em- ployees". "Bodily injury" includes resulting death. a. The "bodily injury" must arise out of and in the course of the injured "employee's" employ- ment by you. b. The employment must be necessary or inci- dental to your work in the state(s) listed in the Schedule above. c. You must maintain for the "employee" full Workers Compensation Insurance coverage in the Workers Compensation State Fund of the state(s) listed in the Schedule above dur- ing the term of this insurance or shall be a qualified self insurer approved by the State Workers Compensation Commission and in good standing. d. "Bodily injury" by accident must occur during the endorsement period. ployment. The "employee's" last day of last exposure to the conditions causing or aggra- vating such "bodily injury" by disease must occur during the endorsement period. f. If you are sued, the original "suit" and any re- lated legal actions for damages for "bodily in- jury" by accident or disease must be brought in the United States of America, its territories or possessions, or Canada. 2. We Will Pay We will pay all sums you legally must pay as damages because of "bodily injury" to your "em- ployees", provided the "bodily injury" is covered by this insurance. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under paragraph 5. Supplementary Payments of this COVERAGE Section. The damages we will pay, where recovery is permitted by law, include damages: a. for which you are liable to a third party by reason of a claim or "suit" against you by that third party to recover the damages claimed against such third party as a result of injury to your "employee"; b. for care and loss of services; and e. "Bodily injury" by disease must be caused or c. for consequential "bodily injury" to a spouse, aggravated by the conditions of your em- child, parent, brother or sister of the injured "employee"; GN 01 13 11 03 Copyright, The Travelers Indemnity Company, 2003 Page 1 of 4 COMMERCIAL GENERAL LIABILITY provided that these damages are the direct con- sequence of "bodily injury" that arises out of and in the course of the injured "employee's" employ- ment by you; and d. because of "bodily injury" to your "employee" that arises out of and in the course of em- ployment, claimed against you in a capacity other than as an employer. 3. We Will Defend We have the right and duty to defend you, at our expense, against any claim, proceeding or "suit" seeking damages payable by this insurance. We have the right to investigate any "bodily injury" and settle these claims, proceedings and "suits". The amount we will pay for damages is limited as described in LIMITS OF INSURANCE (Section III). We have no duty to defend you against a claim, proceeding or "suit" that is not covered by this in- surance. We have no duty to defend or continue defending you after we have paid our applicable limit of liability under this insurance. 4. Exclusions This insurance does not apply to: a. Liability assumed under a contract or agree- ment. This exclusion does not apply to a war- ranty that your work will be done in a work- manlike manner; b. Punitive or exemplary damages because of "bodily injury" to an "employee" employed in violation of law; c. "Bodily injury" to an "employee" while em- ployed in violation of law with your actual knowledge or the actual knowledge of any of your partners (if you are a partnership), your "executive officers" (if you are an organization other than a partnership, joint venture or lim- ited liability company), your members or managers (if you are a joint venture or limited liability company) or your trustees (if you are a trust); d. Any obligation imposed by a Workers Com- pensation, occupational disease, unemploy- ment compensation, or disability benefits law, or any similar law; e. "Bodily injury" intentionally caused or aggra- vated by you; f. Any damages for "bodily injury" with respect to which the insured is deprived of any de- fense or defenses; g. "Bodily injury" occurring outside the United States of America, its territories or posses- sions, and Canada. This exclusion does not apply to "bodily injury" to a citizen or resident of the United States of America or Canada who is temporarily outside these countries; h. Damages arising out of coercion, criticism, demotion, evaluation, reassignment, disci- pline, defamation, harassment, humiliation, discrimination against or termination of any "employee", or any personnel practices, poli- cies, acts or omissions; I. "Bodily injury" to any person in work subject to the Longshore and Harbor Workers' Com- pensation Act (33 USC Sections 901-950), the Nonappropriated Fund Instrumentalities Act (5 USC Sections 8171-8173), the Outer Continental Shelf Lands Act (43 USC Sec- tions 1331-1356), the Defense Base Act (42 USC Sections 1651-1654), the Federal Coal Mine Health and Safety Act of 1969 (30 USC Sections 901-942), any other federal workers or workmen's compensation law or other fed- eral occupational disease law, or any amendments to these laws; "Bodily injury" to any person in work subject to the Federal Employers' Liability Act (45 USC Sections 51-60), any other federal laws obligating an employer to pay damages to an "employee" due to "bodily injury" arising out of or in the course of employment, or any amendments to those laws; k. "Bodily injury" to a master or member of the crew of any vessel; I. Fines or penalties imposed for violation of federal or state law; m. Damages payable under the Migrant and Seasonal Agricultural Worker Protection Act (29 USC Sections 1801-1872) and under any other federal law awarding damages for viola- tion of those laws or regulations issued there- under, and any amendments to those laws. 5. Supplementary Payments We will pay with respect to any claim we investi- gate or settle, or any "suit" against an insured we defend: Page 2 of 4 Copyright, The Travelers Indemnity Company, 2003 GN 01 13 11 03 COMMERCIAL GENERAL LIABILITY a. Reasonable expenses incurred at our re- quest, but not loss of earnings; b. Premiums for bonds to release attachments and for appeal bonds in bond amounts up to the limit of our liability under this insurance; c. Litigation costs taxed against you; d. Interest on a judgment as required by law un- til we offer the amount due under this insur- ance; and e. Expenses we incur. These payments will not reduce the Limits of Insurance. SECTION II — WHO IS AN INSURED 1. If you are designated in the Declarations of the Coverage Part to which this endorsement is at- tached as: a. An individual, you and your spouse are insur- eds, 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 in- sured. 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 in- sured. Your members are also insureds, but only with respect to the conduct of your busi- ness. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership or 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. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain ownership or majority interest, will qualify as a Named In- sured if there is no other similar insurance avail- able to that organization. However: b. Coverage does not apply to "bodily injury" that occurred before you acquired or formed the organization. No person or organization is an insured with respect to the conduct of any current or past part- nership, joint venture or limited liability company that is not shown as a Named Insured in the Dec- larations of the Coverage Part to which this en- dorsement is attached. SECTION III — LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Schedule above and the following rules 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. The Bodily Injury by Accident — Each Accident limit is the most we will pay for all damages be- cause of "bodily injury" to one or more "employ- ees" in any one accident. A disease is not "bodily injury" by accident unless it results directly from "bodily injury" by accident. 3. The Bodily Injury by Disease — Aggregate limit is the most we will pay for all damages because of "bodily injury" by disease, regardless of the num- ber of "employees" who sustain "bodily injury" by disease; 4. The Bodily Injury by Disease — Each Employee limit is the most we will pay for all damages be- cause of "bodily injury" by disease to any one "employee", subject to 3. above. Under parts 3. and 4. above, "bodily injury" by dis- ease does not include disease that results directly from "bodily injury" by accident. The limits of this insurance apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the begin- ning of the endorsement period, unless the endorse- ment period is extended after issuance for an addi- tional 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 — DEFINITIONS a. Coverage under this provision is afforded only until the 90th day after you acquire or form the 1. "Bodily Injury" means bodily injury, sickness or organization, or the end of the endorse- disease sustained by a person, including death ment period, whichever is earlier; resulting from any of these at any time. GN 01 13 11 03 Copyright, The Travelers Indemnity Company, 2003 Page 3 of 4 COMMERCIAL GENERAL LIABILITY 2. "Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". 3. "Executive officer" means a person holding any of the officer positions created by your charter,con- stitution, by-laws or any other similar governing document. 4. "Leased worker" means a person leased to you by a labor leasing firm under an agreement be- tween you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 5. "Suit" means a civilproceeding in which damages because of "bodily injury" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such dam- ages are claimed and to which you must submit or do submit with our consent; or b. Any other alternative dispute resolution pro- ceeding in which such damages are claimed and to which you submit with our consent. 6. "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. 7. "Workers Compensation Laws" means the work- ers or workmen's compensation law and occupa- tional disease law of each state or territory. It in- cludes any amendments to that law which are in effect during the endorsement period. It does not include the provisions of any law that provides non -occupational disability benefits. Page 4 of 4 Copyright, The Travelers Indemnity Company, 2003 GN 01 13 11 03 POLICY: 6809M6778552147 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Non -Owned Watercraft — 75 Feet Long Or Less B. Who Is An Insured — Unnamed Subsidiaries C. Who Is An Insured — Retired Partners, Members, Directors And Employees D. Who Is An Insured — Employees And Volunteer Workers — Bodily Injury To Co -Employees, Co - Volunteer Workers And Retired Partners, Members, Directors And Employees E. Who Is An Insured — Newly Acquired Or Formed Limited Liability Companies F. Blanket Additional Insured — Controlling Interest G. Blanket Additional Insured — Mortgagees, Assignees, Successors Or Receivers PROVISIONS A. NON -OWNED WATERCRAFT — 75 FEET LONG OR LESS 1. The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) 75 feet long or less; and (b) Not being used to carry any person or property for a charge; 2. The following replaces Paragraph 2.e. of SECTION II — WHO IS AN INSURED: e. Any person or organization that, with your express or implied consent, either H. Blanket Additional Insured — Governmental Entities — Permits Or Authorizations Relating To Premises I. Blanket Additional Insured — Governmental Entities — Permits Or Authorizations Relating To Operations J. Incidental Medical Malpractice K. Medical Payments — Increased Limit L. Amendment Of Excess Insurance Condition — Professional Liability M. Blanket Waiver Of Subrogation — When Required By Written Contract Or Agreement N. Contractual Liability — Railroads uses or is responsible for the use of a watercraft that you do not own that is: (1) 75 feet long or less; and (2) Not being used to carry any person or property for a charge; B. WHO IS AN INSURED — UNNAMED SUBSIDIARIES The following is added to SECTION II — WHO IS AN INSURED: Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named Insured in the Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50% in, such subsidiary on the first day of the policy period; and CG D3 79 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury" or "property damage" that occurred, or "personal and advertising injury" caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or b. After the date, if any, during the policy period that you no longer maintain an ownership interest of more than 50% in such subsidiary. For purposes of Paragraph 1. of Section II —Who Is An Insured, each such subsidiary will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. C. WHO IS AN INSURED — RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES The following is added to Paragraph 2. of SECTION II — WHO IS AN INSURED: Any person who is your retired partner, member, director or "employee" that is performing services for you under your direct supervision, but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, no such retired partner, member, director or "employee" is an insured for: (1) "Bodily injury": (a) To you, to your current partners or members (if you are a partnership or joint venture), to your current members (if you are a limited liability company) or to your current directors; (b) To the spouse, child, parent, brother or sister of that current partner, member or director 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 Paragraph (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide first aid or "Good Samaritan services" by any of your retired partners, members, directors or "employees", other than a doctor. Any such retired partners, members, directors or "employees" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. (2) "Personal injury": (a) To you, to your current or retired partners or members (if you are a partnership or joint venture), to your current or retired members (if you are a limited liability company), to your other current or retired directors or "employees" 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 current or retired partner, member, director, "employee" or "volunteer worker" as a consequence of Paragraph (2)(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 Paragraph (2)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. (3) "Property damage" to property: (a) Owned, occupied or used by; or (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 retired partners, members or directors, your current or retired "employees" or "volunteer workers", any current partner or member (if you are a partnership or joint venture), or any current member (if you are a limited liability company) or current director. Page 2 of 6 © 2017 The Travelers Indemnity Company. All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY D. WHO IS AN INSURED — EMPLOYEES AND VOLUNTEER WORKERS — BODILY INJURY TO CO -EMPLOYEES, CO -VOLUNTEER WORKERS AND RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES The following is added to Paragraph 2.a.(1) of SECTION II — WHO IS AN INSURED: Paragraphs (1)(a), (b) and (c) above do not apply to "bodily injury" to a current or retired co - "employee" while in the course of the co - "employee's" employment by you or performing duties related to the conduct of your business, or to "bodily injury" to your other "volunteer workers" or retired partners, members or directors while performing duties related to the conduct of your business. E. WHO IS AN INSURED — NEWLY ACQUIRED OR FORMED LIMITED LIABILITY COMPANIES The following replaces Paragraph 3. of SECTION II — WHO IS AN INSURED: 3. Any organization you newly acquire or form, other than a partnership or joint venture, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, 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: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organization, if you report such organization in writing to us within 180 days after you acquire or form it; 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. For the purposes of Paragraph 1. of Section II — Who Is An insured, each such organization will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. F. BLANKET ADDITIONAL INSURED — CONTROLLING INTEREST 1. The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that has financial control of you is an insured with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" that arises out of: a. Such financial control; or b. Such person's or organization's ownership, maintenance or use of premises leased to or occupied by you. The insurance provided to such person or organization does not apply to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 2. The following is added to Paragraph 4. of SECTIO N II — WHO IS AN INSURED: This paragraph does not apply to any premises owner, manager or lessor that has financial control of you. G. BLANKET ADDITIONAL INSURED — MORTGAGEES, ASSIGNEES, SUCCESSORS OR RECEIVERS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that is a mortgagee, assignee, successor or receiver and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to its liability as mortgagee, assignee, successor or receiver for "bodily injury", "property damage" or "personal and advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, CG D3 79 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of the premises for which that mortgagee, assignee, successor or receiver is required under that contract or agreement to be included as an additional insured on this Coverage Part. The insurance provided to such mortgagee, assignee, successor or receiver is subject to the following provisions: a. The limits of insurance provided to such mortgagee, assignee, successor or receiver will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such person or organization does not apply to: (1) Any "bodily injury" or "property damage" that occurs, or any "personal and advertising injury" caused by an offense that is committed, after such contract or agreement is no longer in effect; or (2) Any "bodily injury", "property damage" or "personal and advertising injury" arising out of any structural alterations, new construction or demolition operations performed by or on behalf of such mortgagee, assignee, successor or receiver. H. BLANKET ADDITIONAL INSURED — GOVERNMENTAL ENTITIES — PERMITS OR AUTHORIZATIONS RELATING TO PREMISES The following is added to SECTION II — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to premises owned or occupied by, or rented or loaned to, you and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of any of the following for which that governmental entity has issued such permit or authorization: advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations. I. BLANKET ADDITIONAL INSURED — GOVERNMENTAL ENTITIES — PERMITS OR AUTHORIZATIONS RELATING TO OPERATIONS The following is added to SECTION II — WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: a. Any "bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the governmental entity; or b. Any "bodily injury" or "property damage" included in the "products -completed operations hazard". J. INCIDENTAL MEDICAL MALPRACTICE 1. The following replaces Paragraph b. of the definition of 'occurrence" in the DEFINITIONS Section: b. An act or omission committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional health care services. 2. The following replaces the last paragraph of Paragraph 2.a.(1) of SECTION II — WHO IS AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide: (a) "Incidental medical services" by any of your "employees" who is a nurse, nurse assistant, emergency medical technician, paramedic, athletic trainer, audiologist, dietician, nutritionist, Page 4 of 6 © 2017 The Travelers Indemnity Company. All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY occupational therapist or occupational therapy assistant, physical therapist or speech -language pathologist; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph S. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by, or with the knowledge or consent of the insured. S. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x- ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II — Who Is An Insured. K. MEDICAL PAYMENTS — INCREASED LIMIT The following replaces Paragraph 7. of SECTION III — LIMITS OF INSURANCE: 7. Subject to Paragraph S. 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, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. L. AMENDMENT OF EXCESS INSURANCE CONDITION — PROFESSIONAL LIABILITY The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis, that is Professional Liability or similar coverage, to the extent the loss is not subject to the professional services exclusion of Coverage A or Coverage B. M. BLANKET WAIVER OF SUBROGATION — WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: 6. The following is added to Paragraph 4.b., a. "Bodily injury" or "property damage" that Excess Insurance, of SECTION IV — occurs; or COMMERCIAL GENERAL LIABILITY CONDITIONS: b. "Personal and advertising injury" caused by This insurance is excess over any valid and an offense that is committed; collectible other insurance, whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement. CG D3 79 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY N. CONTRACTUAL LIABILITY — RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract' in the DEFINITIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract' in the DEFINITIONS Section is deleted. Page 6 Of 6 O 2017 The Travelers Indemnity Company. All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO POLICY: BA3R5763862147G THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE in the BUSINESS AUTO COVERAGE FORM and Paragraph e. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE in the MOTOR CARRIER COVERAGE FORM, whichever Coverage Form is part of your policy: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". CA T4 37 02 16 © 2016 The Travelers Indemnity Company. All rights reserved . Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY: BA3R5763862147G COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 1. The following is added to Paragraph A.1.c., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". 2. The following is added to Paragraph B.S., Other Insurance of SECTION IV — BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a. and paragraph d. of this part S. Other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which an additional insured person or organization is the first named insured when the written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, requires this insurance to be primary and non-contributory. CA T4 74 02 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO POLICY: BA3R5763862147G THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.S., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us, of the prior to any "accident" or "loss", provided that the CONDITIONS Section: "accident" or "loss" arises out of the operations 5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- We waive any right of recovery we may have nated in such contract. against any person or organization to the extent CA T3 40 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: CUP-9M682435-21-47 UMBRELLA ISSUE DATE: 12/14/2020 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SCHEDULE OF UNDERLYING INSURANCE This endorsement modifies insurance provided under the following: EXCESS FOLLOW -FORM AND UMBRELLA LIABILITY INSURANCE Employers Liability CarrlerTHE TRAVELERS INDEMNITY COMPANY OF CONNECTICUT Policy NumberUB-005R499612-20 Policy Period From: 10/20/2020 to: 10/20/2021 Automobile Liability Carrier THE TRAVELERS INDEMNITY COMPANY OF CONNECTICUT Policy Number BA-003R576386-21 Policy Period From: 01/01/2021 to: 01/01/2022 Commercial General Liability Carrier THE CHARTER OAR FIRE INSURANCE COMPANY Policy Number 680-009M677855-21 Policy Period From: 01/01/2021 to: 01/01/2022 Limits Of Liability Bodily Injury By Accident $1,000,000 Each Accident Bodily Injury By Disease $1,000,000 Policy Limit Bodily Injury By Disease $1,000,000 Each Employee Limits Of Liability Bodily Injury And Property $1,000,000 Damage Combined Single Limit Limits Of Liability General Aggregate Products -Completed Operations Aggregate Personal and Advertising Injury Each Occurrence $2,000,000 $2,000,000 $1,000,000 $1,000,000 PRODUCER:USI RIBBLE & PRENTICE OFFICE:PLAN A & E 20V EU 00 03 08 18 © 2018 The Travelers Indemnity Company. All rights reserved. Page 1 Of 1 POLICY NUMBER: 680-9M677855-21-47 ISSUE DATE: 12/14/2020 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION - NOTICE OF CANCELLATION OR NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice: WHEN WE DO NOT RENEW (Nonrenewal): Number of Days Notice: PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OR NONRENEWAL OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OR NONRENEWAL OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZ- ATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS A. If we cancel this policy for any legally permitted reason other than nonpayment of premium, and a number of days is shown for Cancellation in the Schedule above, we will mail notice of cancellation to the person or organization shown in such Schedule. We will mail such notice to the address shown in the Schedule above at least the number of days shown for Cancellation in such Schedule before the effective date of cancellation. 30 30 B. If we do not renew this policy for any legally permitted reason other than nonpayment of premium, and a number of days is shown for When We Do Not Renew (Nonrenewal) in the Schedule above, we will mail notice of nonrenewal to the person or organization shown in such Schedule. We will mail such notice to the address shown in the Schedule above at least the number of days shown for When We Do Not Renew (Nonrenewal) in such Schedule before the effective date of nonrenewal. IL T4 00 05 19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 COMMERCIAL AUTO POLICY ENDORSEMENT CA T8 04 0121 POLICY NUMBER BA-3R576386-21-47-G ** THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ** NOTICE OF CANCELLATION IT IS AGREED THAT: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY - NOTICE OF CANCELLATION PROVIDED BY US THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: NUMBER OF DAYS NOTICE OF CANCELLATION: 30 PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED SHOWN IN THE DECLARATIONS RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS: A. IF WE CANCEL THIS POLICY FOR ANY STATUTORILY PERMITTED REASON OTHER THAN NONPAYMENT OF PREMIUM WE WILL MAIL NOTICE OF CANCELLATION TO THE PERSON OR ORGANIZATION SHOWN IN THE SCHEDULE ABOVE. WE WILL MAIL SUCH NOTICE TO THE ADDRESS SHOWN IN THE SCHEDULE ABOVE AT LEAST THE NUMBER OF DAYS SHOWN FOR CANCELLATION IN THE SCHEDULE ABOVE BEFORE THE EFFECTIVE DATE OF CANCELLATION. B. IF WE DECIDE TO NOT RENEW THIS POLICY FOR ANY STATUTORILY PERMITTED REASON, AND A NUMBER OF DAYS IS SHOWN FOR NONRENEWAL IN THE SCHEDULE ABOVE, WE WILL MAIL NOTICE OF THE NONRENEWAL TO THE PERSON OR ORGANIZATION SHOWN IN THE SCHEDULE ABOVE. WE WILL MAIL SUCH NOTICE TO THE ADDRESS SHOWN IN THE SCHEDULE ABOVE AT LEAST THE NUMBER OF DAYS SHOWN FOR NONRENEWAL IN THE SCHEDULE ABOVE BEFORE THE EXPIRATION DATE. EFFECTIVE DATE 01101/2021 EXPIRATION DATE 01/0112022 PAGE 0001 Berkley Insurance Company rage i of I Notice of Cancellation to Certificate Holder(s) Endorsement In consideration of the premium paid for this Policy, it is understood and agreed that Section VII, Conditions, H. Notice of Cancellation, is amended by adding the following provision: In the event this Policy is to be cancelled by you or by us, we agree to give thirty (30) days prior notice to the certificate holder(s) with mailing addresses on file with the agent of record. This provision does not apply if cancellation is due to nonpayment of premiums to us or to a finance company authorized to cancel this Policy. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to the Policy Period stated in Declarations, Item 2. 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 us or our agents or representatives. Whenever printed in this Endorsement, the boldface type terms shall have the same meanings as indicated in the Policy Form. All other provisions of the Policy remain unchanged. Insured KPG PS dba KPG Inc. Effective Date of This Endorsement 01/01/2021 3 - BDP0713130 (07-13) Pali Number M-9041559-03 Authorized Representative 26963-9033961-72104 Policy Form: BDP0417001 (04-17) 12/3/21, 9:18 AM Corporations and Charities System BUSINESS INFORMATION Business Name: KPG, P.S. UBI Number: 601248 468 Business Type: WA PROFESSIONAL SERVICE CORPORATION Business Status: ACTIVE Principal Office Street Address: 3131 ELLIOTT AVE, SUITE 400, SEATTLE, WA, 98121-1006, UNITED STATES Principal Office Mailing Address: 10512 NE 194TH ST, SUITE 400, SEATTLE, WA, 98121, UNITED STATES Expiration Date: 05/31/2022 Jurisdiction: UNITED STATES, WASHINGTON Formation/ Registration Date: 05/10/1990 Period of Duration: PERPETUAL Inactive Date: Nature of Business: PROFESSIONAL, SCIENTIFIC & TECHNICAL SERVICES REGISTERED AGENT INFORMATION Registered Agent Name: KPG, P.S. Street Address: 3131 ELLIOTT AVE STE 400, SEATTLE, WA, 98121-1006, UNITED STATES Mailing Address: 3131 ELLIOTT AVE STE 400, SEATTLE, WA, 98121-1006, UNITED STATES GOVERNORS Title Governors Type GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL Entity Name First Name Last Name ELIZABETH GIBSON PAUL FUESEL TERRY WRIGHT OLIVIA PARASCHIV NANDEZ MILLER NELSON DAVIS https://ccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 1/2 12/3/21, 9:18 AM Title GOVERNOR GOVERNOR GOVERNOR GOVERNOR GOVERNOR GOVERNOR GOVERNOR Corporations and Charities System Governors Type Entity Name First Name Last Name INDIVIDUAL DENNIS DEAN JR INDIVIDUAL JAN CIGANIK INDIVIDUAL NATHANIEL MOZER INDIVIDUAL MICHAEL BOWEN INDIVIDUAL JASON FRITZLER INDIVIDUAL SUSAN ROWE INDIVIDUAL SESSYLE ASATO hftps:Hccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 2/2 12/3/21, 9:20 AM Washington State Department of Revenue VVashington State Departi-Went of Revenue < Business Lookup License Information: Entity name: KPG, P.S. Business KPG, P.S. name: Entity type: Professional Service Corporation UBI #: 601-248-468 Business ID: 001 Location ID: 0001 Location: Active Location address: 3131 ELLIOTT AVE STE 400 SEATTLE WA 98121-1006 Mailing address: 3131 ELLIOTT AVE STE 400 SEATTLE WA 98121-1006 Excise tax and reseller permit status: Click here Secretary of State status: Click here Page 1 of 3 Endorsements Filter Fnr1nrcamantc halm a 1 irPncP a Cntint liatailc itat��c hftps://secure.dor.wa.gov/gteunauth/—/#3 New search Back to results Fxniratini Firct iccua 1/5 12/3/21, 9:20 AM Washington State Department of Revenue __—rsernents held a License # Count Details Status Expiration First Issua Architect Firm View Architect Active May-31-2 Jun-20-2( Bonney Lake Active May-31-2 Apr-06-2( General Business - Non -Resident Bremerton General 34494 Active May-31-2 Jan-01-2C Business - Non - Resident Burien General 07412 Active May-31-2 Dec-16-21 Business - Non - Resident Carnation General Active May-31-2 Sep-30-21 Business - Non - Resident Castle Rock Active May-31-2 Sep-23-21 General Business - Non -Resident Clyde Hill General Active May-31-2 Apr-06-2( Business - Non - Resident Covington General Active Jul-31-20, Aug-23-2 Business - Non - Resident Duvall General Active May-31-2 Jan-03-2C Business - Non - Resident East Wenatchee Active May-31-2 Jan-23-2C General Business - Non -Resident hftps:Hsecure.dor.wa.gov/gteunauth/_/#3 2/5 12/3/21, 9:20 AM Washington State Department of Revenue Endorsements held a License # Count Details Status Expiration First issua Eatonville General Active May-31-2 Jan-07-2C Business - Non - Resident Edmonds General NR-02673 Active May-31-2 Apr-22-2( Business - Non - Resident Federal Way 06-10104: Active May-31-2 Mar-06-2 General Business - Non -Resident Fife General Active May-31-2 Jan-16-2C Business - Non - Resident Fircrest General Active May-31-2 Apr-08-2( Business - Non - Resident Governing People May include governing people not registered with Secretary of State Filter Governing people Title ASATO,SESSYLE BOWEN, MICHAEL CIGANIK, JAN DAVIS, NELSON DEAN JR, DENNIS hftps:Hsecure.dor.wa.gov/gteunauth/—,/#3 3/5 12/3/21, 9:20 AM Washington State Department of Revenue FRITZLER, JASON FUESEL, PAUL GIBSON, ELIZABETH MILLER, NANDEZ MOZER, NATHANIEL PARASCHIV, OLIVIA ROWE, SUSAN WRIGHT, TERRY Registered Trade Names Registered trade names KPG, P.S. Status First issued Active Apr-09-2018 View Additional Locations The Business Lookup information is updated nightly. Search date and time: 12/3/2021 9:20:07 AM hftps://secure.dor.wa.gov/gteunauth//#3 4/5 12/3/21, 9:20 AM Washington State Department of Revenue Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported https://secure.dor.wa.gov/gteunauth/_/#3 5/5