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AG 22-050 - OTAK
RETURN TO: Samantha Homan EXT: 2601 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: Community Development 2. ORIGINATING STAFF PERSON: Chaney Skadsen EXT: 2644 3. DATE REQ. BY:12/30/2023 4. 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,c. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION O CONTRACT AMENDMENT (AG#): 22-050 ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: South Station Subarea Plan 6. NAME OF CONTRACTOR: Otak, Inc. ADDRESS: 11241 Willows Rd NE Ste 200, Redmond, WA 98052 TELEPHONE 425-822-4446 E-MAIL: mandi.roberts@otak.com FAX: SIGNATURENAME: Mandi Roberts TITLEVice President 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION © INSURANCE REQUIREMENTS/CERTIFICATE d ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES O PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: April 21, 2022 COMPLETION DATE: 6/30/2024 9. TOTAL COMPENSATION $ Unchanged (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES 19 NO IF YES, MAXIMUM_ DOLLAR AMOUNT: $ IS SALES TAX OWED BYES ONO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED 9 PURCHASING: PLEASE CHARGE TO: 001-5200-073-558-60-411 10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER IM DIRECTOR KN 12/24/23 ❑ RISK MANAGEMENT (IF APPLICABLE) A LAW TMW 12/14/23 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: N/A COUNCIL APPROVAL DATE: N/A 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE RECT: ❑ 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 I DATE SIGNED ❑ LAW DEPARTMENT V L �Z X SIGNATORY (MAYOR OR DIRECTOR) ❑ CITY CLERK 0 ❑ ASSIGNED AG# AG# 2_050A COMMENTS: Amending term only 2/2017 CITY OF CITY HALL Federal �� 8th Avenue South Feder Federal Way, WA 98003-6325 (253) 835-7000 www. cityoffederalway com AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT FOR SOUTH STATION SUBAREA PLAN This Amendment ("Amendment No. 1") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Otak, Inc., a Washington corporation ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for South Station Subarea Plan ("Agreement") dated effective April 21, 2022, 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 June 30, 2024 ("Amended Term"). 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - Rev. 4/2023 CITY OF Federal 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: ATTEST: a� By: Jim rrel , Mayor eph nie Courtney, CMC, City I rk DA E: APPROVED AS TO ORM: I . . Ryan all, City Atto OTAK, INC.: By: Printed Name: Aman a (Mandi) C. Roberts, AICP, PLA Title: Senior Vice President DATE: January 4, 2024 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day personally appeared before me Amanda C. Roberts, to me known to be a Senior Vice President of Otak, 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-ke-oshe as 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 day of _j , 20191r, JOHN R LEAr Notary's signature Notary's printed name _] _ Notary Public Notary Public in and for the State of Washington. State of Washington My commission expires Q3 � j G - 2D aCe 68727 Commission Expires 03/26f2026 AMENDMENT - 2 - Rev. 4/2023 Last updated: February 8, 2022 Structure EMT approved 2/2018 Client / Sub Contract Signature Authority Chart Contract Event Up to $25K Up to 00Over = only need one signature Legal Review if not Otak standard contract, or draft custom Project Manager (PM) Authorized Copy Copy Copy Unit Leader (UL) Copy Authorized Copy Copy Practice Area Leader (PAL) Region Director (RD) Other Executive Copy Authorized Copy CEO / CFO Authorized Board of Directors Copy PM UL PAL CEO/CFO Alligood, Li Beltzer, Dan Alaman, Henry Hamann, Jim Banker, Scott Dodson, Joshua Belonger, Scott Johnson, Dave Bates, Keith Doherty, Robert Fleener, Brian Belonger, Scott Emmanuel, Tracy Gaston, Russ Blackmore, Sarah Hawkins, David Roberts, Amanda Bouda, Jennifer Lawson, Steve Sarkkinen, Douglas Boyer, Tanya Lind, Cliff Weiser, Chad Brady, Kevin Makie, Ryan Yamashita, Jon Breneman, David Meyer, Jeff RD Buisman, Keith Nettleton, Scott Alaman, Henry Cantlon, Ashley Sacamano, David Bisio, Chris Carlson, Jack Tarr, Walter Fleener, Brian Child, Kym Timmins, Kevin Leavitt, Tim Childers, Kyle Van Dijk, Niels Vanderhorst, Nico Cho, Kyungkook Williams, Michael Williams, Millicent II RETURN TO: Chaney Skadsen EXT: 2644 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM ORIGINATING DEFT./DIV: Community Development / Planning ORIGINATING STAFF PERSON: Chaney Skadsen EXT: 2644 DATE REQ. BY: ASAP TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT A PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#). ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: South station Subarea Plan NAME OF CONTRACTOR: Otak, Inc. ADDRESS: 11241 Willows Road NE, Suite 200, Redmond, WA 98052 TELEPHONE 425B224446 E-MAIL: FAX: SIGNATURENAME: Mandl Roberts TITLE Vlm President l Practice Area Leader 7. 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 8. TERM: COMMENCEMENT DATE: April 1.2022 COMPLETION DATE: 12/31/2023 TOTAL COMPENSATION $ 150,000-00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LA13OR CHARGE - ATTACH SCHEDULES ()F EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSEES 16o rF Y-Es, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ®YES GNO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDEI ❑ PURCHASING: PLEASE CHARGE TO: I01 - 5200. 0-13-55 8 - 0 - 4l 1 10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED A PROJECT MANAGER CS 3/21/2022 ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) A LAW 11. COUNCIL APPROVAL (IF APPLICABLE) 12. CONTRACT SIGNATURE ROUTING 0 SENT TO VENDOR/CONTRACTOR KVA 3/29/2022 COMMITTEE APPROVAL DATE: N/A DATE SENT: Chaney sent on COUNCIL APPROVAL DATE: N/A DATE REC'D: 4/13122 R ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS II 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.) A LAW DEPARTMENT it SIGNATORY (MAYOR OR DIRECTOR) 0 CITY CLERK A ASSIGNED AG# COMMENTS: INITIAL / DATE SIGNED AG# Existing Vendor for new project '412AU n4•53+mQ 1ARA410 CITY OF CITY HALL Federal Way 33325 Avenue South Federal Way. WA 98003-6325 (253) 835-7000 �vww. cityoffederalway corn PROFESSIONAL SERVICES AGREEMENT FOR SOUTH STATION SUBAREA PLAN This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Otak, Inc., a Washington corporation ("Contractor"). The City and Contractor (together "Parties") are located and do business at the below addresses, which shall be valid for any notice required under this Agreement: OTAK, INC.: CITY OF FEDERAL WAY: Mandi Roberts Chaney Skadsen 11241 Willows Road NE, Suite 200 33325 8th Avenue South Redmond, WA 98052 Federal Way, WA 98003-6325 (425) 822-4446 (telephone) (253) 835-2644 (telephone) mandi.roberts@otak.com Chaney. skadsenci offederal The Parties agree as follows: 1. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall be the date of mutual execution, and shall continue until the completion of the Services specified in this Agreement, but in any event no later than December 31, 2023 ("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of the Parties. 2. SERVICES. The Contractor shall perform the services more specifically described in Exhibit A ("Services"), attached hereto and incorporated by this reference, in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed, performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Services in accordance with this Agreement, notwithstanding the City's knowledge of defective or non -complying performance, its substantiality or the ease of its discovery. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days' written notice at its address set forth above. The City may terminate this Agreement immediately if the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12 of this Agreement. Termination for such conduct may render the Contractor ineligible for City agreements in the future. 4. COMPENSATION. 4.1 Amount. In return for the Services, the City shall pay the Contractor an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit B, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit B, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance of Services and payment under this Agreement. 4.2 Method of 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 PROFESSIONAL SERVICES AGREEMENT - 1 - Rev. 7/2021 [lry OF CITY HALL 4 33325.. Fe d e ra I Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. cityoffederalway com such Services, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final bill upon completion of all Services. Payment shall be made on a monthly basis by the City only after the Services have been performed and within thirty (30) days following receipt and approval by the appropriate City representative of the voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 4.3 Nan -Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period, 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 Federal Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. ciryofiederalway 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 Liabili . 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 A,N, m,�, Federal Way CITY OF CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederahvay. com 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 InterRELtation 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 Federal Way CITY OF CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. 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 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityofederahvay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: ri" D"Y', elfi f aovh► oI v SWph6e Courtney, CMC, i Clerk DATE: k 1-k 1 /y /� OTAK, INC.: LIM Printed Name: ✓� ` 0 F..ir�J DATE:C� APPROVED AS TO FORM: ryan ail, City Attorney p,'B E r+►rr, i '•LIC STATE OF WASHINGTON) ''�10111 S,KiNG ss. COUNTY OF On this day ersonally appeared before me VA to me known to be the of OiyA_ that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN GIVEN my hand and official seal this day of , 20M- Notary's signature Notary's printed name Notary Public in and Nr t e State of Washington. My commission expires PROFESSIONAL SERVICES AGREEMENT - 6 - Rev. 7/2021 CITY OF Federal Way EXHIBIT A SERVICES 1. The Contractor shall do or provide the following: FEDERAL NAY SOUTH STATION SUBAREA PLAN Scope of Services CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. atyofiederal way. com Otak shall perform the following stages of work: I. Launch, Understand, and Envision II. Develop and Analyze Scenarios and Identify Preferred Scenario for Subarea The work described will be completed in the calendar year of 2022. I. Launch, Understand, and Envision This stage of work includes project kick-off activities, data collection and analysis (including review and analysis of existing land use, economic, and multimodal transportation conditions), and creating a draft vision and guiding principles (future policy framework) for the subarea. Specific tasks and deliverables to be completed by the Otak team for this stage of work include the following: 1.1 Finalize project work plan and schedule for the planning process and hold project kick-off meeting with the City and key members of the Otak team. An important element of the kick-off meetings will be goal setting and identifying measures of success for the planning effort. 1.2 Provide input to the City's Public and Stakeholder Involvement Plan and attend three, one -hour task force meetings during this stage of the project. The key objectives for these meetings are: Meeting 1 Review project scope, schedule, role of the task force; present the purpose of the subarea plan; study area/subarea geography; and gather input on the vision and desired futures for the subarea. Meeting 2 Report on analysis of existing conditions; opportunities and challenges. Meeting 3 Gather input on potential planning scenarios to be developed and analyzed in the next stage of work. This stage of work also includes Otak's attendance at additional stakeholders group meetings (up to three additional meetings one -hour meetings with key property owners, school representatives, and/or others at the City's direction. 1.3 Review relevant planning background data and review and analyze existing subarea conditions including existing plans and policies and other information provided by the City and publicly available to the team. Otak will inventory and assess multimodal access and circulation (including a review of the City's 2012 Bicycle and Pedestrian Master Plan and other pertinent plans and data). PROFESSIONAL SERVICES AGREEMENT - 7 - Rev. 7/2021 41SCITY OF , Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003-6325 (253) 835-7000 www.Wyoffederalway. corn Otak will complete an economic analysis, that will evaluate current market conditions and include the following at a minimum: • Current property values and sales within the last three years; 0 Current rent/lease rates in the subarea; B Number of existing jobs by sector; ® 2044 forecasts for jobs and housing units (review targets provided by the City) consistent with the Countywide Center Candidate Designation Criteria • 2044 forecasts for land values, rents, and taxes following opening of the new station with no change to the subarea (baseline scenario); and • Evaluation of market potential to guide scenarios development in the next stage of work, including the potential for office, residential, retail/commercial, mixed use, and other types of land uses in the subarea. Based on the analysis completed in Task 1.3, Otak will work with the City to define the subarea boundary, and also consider the need for a broader study area boundary as part of this work. Otak will prepare written content and create GIS mapping and other graphics to support development of an Existing Conditions and Forecasts Memorandum for City review. This memorandum also will identify/recommend potential planning scenarios for review in the next stage of the project. The scenarios will align with the jobs and housing forecasts provided by the City as targets for the subarea. Deliverables Project work plan (summary of tasks and schedule), kick-off meeting agenda, hand-outs, and notes documenting the discussion. • Comments on the City's Public/Stakeholder Involvement Plan. • Notes and key take-aways from participation in task force meetings and other meetings as described in scope of services. Existing Conditions and Forecasts Memorandum (draft, with final incorporated into the subarea plan); including the economic and multimodal transportation analyses completed by the consultant team, as described above. ® Draft vision and guiding principles for the subarea (based on input from the City, task force, and key stakeholders), with the final incorporated into the subarea plan II. Develop and Analyze Scenarios and Identify Preferred Scenario for Subarea This stage of work will involve development and analysis of three planning scenarios that consider various factors as described below. Specific tasks and deliverables proposed to be completed by the Otak team for this stage of work include the following. 2.1 Subarea planning scenarios development and analysis—Otak team will advance the subarea plan by developing and evaluating potential scenarios (up to three scenarios) aligned with population, employment, and housing targets set during the first stage of work. These scenarios will consider land use and zoning potential, built form, TOD opportunities, multi -modal transportation, relationships to the light rail transit station and alignment, housing opportunities and density, placemaking and urban design, environmental sustainability, parks and open space, economic development and diversity, financial impact analysis, and other factors. One of the scenarios will be the baseline scenario with analysis of what to expect if no changes to land use and zoning occur in the subarea. The other two scenarios will evaluate varying levels of change and land uses. Recommendations for phasing and catalyst redevelopment projects will be provided, along with recommendations for street/streetscape enhancements (inner grid opportunities), multimodal connectivity and mobility, public realm improvements (parks, public spaces), and economic development opportunities. PROFESSIONAL SERVICES AGREEMENT - 8 - Rev. 7/2021 cIxv OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cltyoffederalway. com Economic analysis will evaluate potential impacts to property tax and sales tax revenues related to each if the scenarios if implemented (including the baseline scenario, as well as two scenarios of change). Otak will provide general strategies for realizing the vision of the subarea and the type of change desired, including preferred job growth scenarios (non -service job growth). Recommendations related to economic development also will include guidance to encourage and support local economic development, as well as strategies to attract private investment to stimulate timely development and redevelopment. Land use analysis and recommendations will identify locations for changes of zoning that will be supportive of TOD and will accommodate future housing and job targets. Otak also will develop recommendations for needed amendments to zoning regulations, addressing at a high level the revisions that may be needed to accommodate high -density residential, high -density office and commercial, innovative missing middle housing solutions and related recommendations to support structured parking within these land use/urban form types. Recommendations related to height and form structured either through FAR or form -based provisions will be included in the subarea plan. Urban design and community placemaking strategies integrated within the framework of the planning scenarios, including transitional recommendations to lessen negative impacts between conflicting uses; identified opportunities for flexible and multi -use gathering spaces to promote social interaction and enrich the quality of life for residents and visitors; and strategies for mitigating displacement of culturally significant local businesses and low-income residents. Otak will provide recommendations and strategies for future development and redevelopment including the potential for adopting new zones that provide for pedestrian -friendly scale and street level activity and other best practices in urban design. Multi -modal transportation recommendations for enhancing connectivity and multi -modal mobility will include opportunities to strengthen balanced multi -modal connections and improve accessibility within the 20-minute walkshed by connecting schools, homes, and jobs through a walkable, pedestrian -friendly, and bikeable street network and urban trail system. Otak also will provide recommendations for amendments to the 2012 City of Federal Way Bicycle and Pedestrian Master Plan within the Transportation Element of the Comprehensive Plan (to be considered in next periodic update). Environmental and sustainability recommendations will include a review of the City's critical areas as part of the scenarios framework planning and developing recommendations for strategies to help reduce the urban heat island index, meeting sustainable building/green building and site standards, providing regional stormwater management and water quality enhancements, and encouraging other sustainable practices as part of development and redevelopment. 2.2 Attend three, one -hour task force meetings during this stage of the project. The key objectives for these meetings include: Meeting 4 Discuss early forming scenarios for the subarea and differences between each; gather input on potential refinement to scenarios. Council or Committee meeting at city discretion Meeting 5 Present and discuss analysis of scenarios and discuss potential preferred direction for the subarea plan Council or Committee meeting at city discretion. PROFESSIONAL SERVICES AGREEMENT - 9 - Rev. 7/2021 CITY 4F Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederahvay com Meeting 6 Present and discuss refined preferred scenario for the subarea and related recommendations for potential phasing, catalyst red eve lopment/development opportunities, implementation strategies, and vision and policy framework. This stage of work will also include Otak's attendance at additional stakeholders group meetings (up to three additional one -hour meetings with key property owners, school representatives, and/or others at the City's direction. 2.3 Finalize the vision and guiding principles (expanding these into policies that match Comprehensive Plan structure) for the subarea. Policy language will address all elements, including land use, transportation, economic development, policies to encourage neighborhood placemaking, neighborhood identification, and to promote arts and cultural opportunities that can increase long-term community pride and involvement, as well as policy recommendations for ensuring the subarea is accessible and inclusive. 2.4 Organize draft content (written and illustrative) for the subarea plan and transmit to the City for layout and production of the full draft of the subarea plan. Otak will provide written content, maps ready for the plan, illustrations and renderings for key locations (see Deliverables list below), example photographs, and other materials to depict the vision and policy framework and the desired future for the subarea. Deliverables • Mapping and illustrations of the scenarios developed for the subarea. • Written content, matrix evaluations, and graphics and illustrations for the subarea. o 3-D sketch -up illustrations depicting the urban form at a general level of detail for the three scenarios analyzed o 3-D sketch -up rendering illustrations depicting more detailed illustrative renderings for d.evelopment/streetscape view). the preferred scenario to a finer level of detail, as well as 1 potential catalyst project within the subarea (site ® Notes and key take-aways from participation in task force meetings and other meetings as described in scope of work. Final vision and policy framework for the subarea. • Scenarios analysis outcomes and metrics in matrix format — a matrix analysis summarizing attributes of each scenario and alignment with the vision and policy framework; population, housing, and employment targets; impacts related to property values and tax revenues and other financial benefits; and other information. Recommendations and strategies for the subarea. Draft subarea plan content organized and ready for assembly and formatting by the City into the plan document. PROFESSIONAL SERVICES AGREEMENT - 10 - Rev. 7/2021 CITY OF CITY HALL 4 33325 Jft Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cltyoffederalway. com EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed One Hundred and Fifty Thousand and NO/100 Dollars ($150,000.00). 2. Method of Compensation: Compensation shall be provided monthly based on hourly rates for hours worked. Invoices will include a report that provides a detailed description of project status and progress made toward tasks and deliverables in line that month. Hourly -Late In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount based on the method above and calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown below: Otak, Inc. in Charge/Sr. Project Manager LA/Master Plan $214.00 -Principal Planner IV Senior Planner/DeputyPlanner/Deputy Project Manager) $150.00 Planner III Associate Planner) or Landscape Architect V $140.00 Planner II Urban Designer/Planner/LA) $127.00 Architect III $108.00 -Landscape GIS Specialist/Planner $105.00 Planner I $100.00 GIS Intern / Planner (Planning Intern) $82.00 Urban Designer IV $165.00 Urban Designer 11 $122.00 Urban Designer 1 $107.00 Civil Engineer IX $191.00 Civil Engineer VIII $171.00 Civil Engineer VII $155.00 Civil Engineer V $138.00 Civil Engineer III $112.00 Civil Engineer II $103.00 Civil Engineer I $94.00 Contract Administrator $115.00 Specialist $130.00 -Graphics Project Coordinator II $132.00 Project Administrative Assistant $85.00 Leland Consulting Group (Market Analysis/Economic Development Principal (Principal Analyst/CEO) $225.00 -Managing (Principal Anal st/Planner) $200.00 -Principal Senior Associate Senior Analyst) $180.00 Associate (Analyst) $150.00 Administrative $135.00 Fehr and Peers (Transportation Consultants Principal Transportation Planner (Principal II $295.00 Transportation Planner (Principal I) $275.00 -Principal Senior Transportation Engineer Senior Engineer/Planner III $175.00 Senior Transportation Engineer Senior Engineer/Planner II $165.00 Senior Engineering Technician III (Transportation Planner) $160.00 Senior Transportation Engineer (Senior Engineer/Planner I) $155.00 PROFESSIONAL SERVICES AGREEMENT - 11 - Rev. 7/2021 Kari Cimmer From: Brian Davis Sent: Tuesday, April 19, 2022 6:02 PM To: Chaney Skadsen Cc: Karl Cimmer Subject: RE: Otak Contract Categories: Planning Commission Time $1M is acceptable for this low -risk professional service. Thanks, Brian Davis Community Development Director City of Federal Way From: Chaney Skadsen Sent: Tuesday, April 19, 2022 3:22 PM To: Brian Davis <Brian.Davis@cityoffederalway.com> Cc: Kari Cimmer <Kari.Cimmer@cityoffederalway.com> Subject: FW: Otak Contract Hi Brian, We are trying to finalize the contract with Otak for the South Station Subarea Plan. Yesterday I received the contract with a wet signature from Otak. However, there is a hiccup with the general liability requirement amount (see Kari's message below). Would you waive this? Thanks, Chaney Skadsen Senior Planner enrae Federal Way Ph: 253-835-2644 33325 8th Avenue South Federal Way, WA 98003-6325 www.citvoffederalway.com Share your Update 2024 thoughts, ideas, and comments by visiting https://engagefw.com From: Chaney Skadsen Sent: Friday, April 15, 2022 10:40 AM To: Kari Cimmer <Kari.Cimmer cit offederalwa .cam>; Keith Niven <Keith.Niven@citvoffederalway.com> Subject: RE: Otak Contract Keith, do you have the authority to waive on Brian's behalf? From: Kari Cimmer Sent: Friday, April 15, 2022 9:14 AM To: Keith Niven < Keith. Niven @cityoffedera_lway.com>; Chaney Skadsen <Chaney.Skadsen@citvoffederalway.com> Subject: Otak Contract Importance: High Hi there, All items have been assembled to route to Law, but I see that the insurance requirements in the contract and on Otak's certificate of insurance don't match. This has to be addressed prior to routing to Law. The general liability requirement for each occurrence limit is $2,000,000, but Otak's limit only goes to $1,000,000. Brian can waive this if he deems it low risk, but I didn't get any paperwork indicating Brian waived it. Do you have that or does that still need to be addressed? - -Kari PS - I rec'd a copy of Brian's email waiving the insurance requirement for Heartland, just not Otak. OTAKINC Client#: 53352 ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 4/07/2o2z 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 Greyling Ins. Brokerage/EPIC 3780 Mansell Road, Suite 370 Alpharetta, GA 30022 NTACT NAME: Carly Underwood PAC No El): 770.670.5324FAX AIC No : ADD"R'ESS• carly-underwoodC@greyling.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Travelers Indemnity Company of America 25666 INSURED INSURER B : Travelers Prop Casualty Cc of America 25674 Otak, Inc. INSURER C : Berkley Insurance Company 32603 808 SW Third Avenue, Suite 800 INSURER DCharter Oak Fire Insurance Co. 25615 Portland, OR 97204 INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: 22-23 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSA LTR TYPE OF INSURANCE ADD fNSR SUBR 'WVD POLICY NUMBER PALECV EFF MMIDDIYY POLICY EXP MMIDDrYYYY LIMITS A X COMMERCIAL GENERAL LIABILITY 680511242469 31/01/2022 01/01/202 EACHOCCURRENCE $1 000000 CLAIMS -MADE "X OCCUR PREMGETQaENTurrDencg $1000000 MED EXP (Anv one person) s5,000 PERSONAL & ADV INJURY $1,000 000 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE s2 000,000 PRO POLICY X JECT X LOC PRODUCTS - COMP/OP AGG s2,000,000 $ OTHER D AUTOMOBILELIABIITY BA3R284328 31/01/2022 01/01/202 EOaacGiCBIdo-ti LE LIMIT $1,000,000 BODILY INJURY (Per person) $ X ANY AUTO BODILY INJURY (Per accident) $ OWNED SCHEDULED AUTOS ONLY AUTOS x HIRED x NON -OWNED AUTOS ONLY AUTOS ONLY '_'Oa cidentbAMAGE $ B X UMBRELLA LIAB X OCCUR CUP5C857081 31/01/2022 01/01/2023 EACH OCCURRENCE $10000000 AGGREGATE $1 O 000 000 EXCESS LIAB CLAIMS -MADE DED I X RETENTION $10 000 $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? ❑ N/A See page 3 for Workers comp info PTRTi T OTH- EL, EACH ACCIDENT $ (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ If yes, describe under DESCRIPTION OF OPERATIONS below C Professional AEC905140101 01/01/2022 01/01/2023 Per Claim $2,000,000 Liability Aggregate $4,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) Re: Federal Way South Station Subarea Plan. The City of Federal Way is named as an Additional Insured on the above referenced liability policies with the exception of workers compensation & professional liability where required by written contract. The above referenced liability policies with the exception of workers compensation and professional liability are primary & non-contributory where required by written contract. (See Attached Descriptions) City of Federal Way 33325 8th Ave South Federal Way, WA 98003-6325 ►,04M,,LLLJA I IVIY 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 ACORD 25 (2016/03) 1 of 2 .ocQ9Qnaa.g1RmQnosnno ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD r-I imni DESCRIPTIONS (Continued from Page 1) Should any of the above described policies be cancelled by the issuing insurer before the expiration date thereof, we will endeavor to provide 30 days' written notice (except 10 days for nonpayment of premium) to the Certificate Holder. Umbrella Follows Form with respects to General, Automobile & Employers Liability Policies. SAGITTA 25.3 (2016/03) 2 of 2 #S3230668/M3095609 A� D® i`L 1� CERTIFICATE OF LIABILITY INSURANCE DATE (MM/2022 Y) 03/14/2022 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 CONTACT Oksana Chorna NAME: Elliott Powell Baden and Baker Inc. fP N O.NNE.'Ext (503) 227-1771 At, No). (503) 274-7644 AIC F-MAIL ochorna@epbb.com ADDRESS- An ISU Network Member INSURERIS) AFFORDING COVERAGE NAIC # 1521 SW Salmon Street INSURER A: SAIF Portland OR 97205-1783 INSURED INSURER B : INSURER C : Otak Inc. INSURER D 808 SW 3rd Ave Ste 800 INSURER E : INSURER F : Portland OR 97204 COVERAGES CERTIFICATE NUMBER: 22/23 WC 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 MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD S WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY POLICY EXP MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S DAMAGE CLAIMS -MADE OCCUR PREMISES (Ea occurrence $ MED EXP (Anv one person) $ PERSONAL & ADV INJURY $ GEN°LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE S POLICY ❑PRO JECT ❑ LOC PRODUCTS - COMP/OP AGG $ S OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Fa 8caldenl $ BODILY INJURY (Per person) S ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) S PROPERTY DAMAGE lPerarciden7 $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY $ 1 UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAR CLAIMS -MADE DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY y / N PROPRi£70RIPAR7NER�EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) NIA 487431 01/01/2022 01/01/2023 X STATuTET ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E L. DISEASE - POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Federal Way South Station Subarea Plan CERTIFICATE HOLDER CANCELLATION City of Federal Way 33325 8th Ave South Federal Way WA 98003-6325 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY Policy Number: 68051-1242469 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following -- COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies, or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omissions of such person or organization; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: e. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this Coverage Part. f. This insurance does not apply to the rendering of or failure to render any "professional services". g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations exceed the limits of liability required by the "written contract requiring insurance", the insurance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the limits of insurance described in Section III — Limits Of Insurance. h. This insurance does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products - completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured, and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring insurance" requires you to provide such coverage or the end of the policy period, whichever is earlier. 2. The following is added to Paragraph 4.a. of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional 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 available to the additional insured which covers that person or organizations as a named insured for such loss, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have signed that "written contract requiring insurance". But this insurance provided to the additional insured still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any other insurance. CG D3 81 09 15 © 2015 The Travelers Indemnity Company, All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed. 4. The following definition is added to the DEFINITIONS Section: "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed: a. After you have signed that written contract; b. While that part of the written contract is in effect; and c. Before the end of the policy period. Page 2 of 2 © 2015 The Travelers Indemnity Company. All rights reserved. CG D3 81 09 15 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL AUTO Policy Number: BA3R284328 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM 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 the 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 cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11— COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT 1. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES —INCREASED LIMIT J. PERSONAL PROPERTY K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.S., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your CA T3 53 02 15 0 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services office, Inc. with its permission. COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION 11— COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A-2.a.(4), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV — BUSINESS AUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, em- bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Cov- ered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (Ili) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE. (v) We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investiga- tion of such claims and your defense of the "insured" against any such "suit", but only up to and included within the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE, and not in addition to such limit_ Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses. (b) This insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess, contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. Page 2 of 4 ® 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insuance Services Office, Inc. with its permission. You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE —INCREASED LIMIT The following replaces the last sentence of Para- graph AA.b., Loss Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum o` $750 for any one "accident". 1. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph AA.a., Transportation Expenses, o' SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY COMMERCIAL AUTO (2) In or on your covered "auto". This Coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: The following is added to Paragraph AA., Cover- 5. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex - tent required of you by a written contract We will pay up to $400 for "foss" to wearing ap- signed and executed prior to any "accident" parel and other personal property which is: or "loss", provided that the "accident" or "loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 02 15 02015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col - The following is added to Paragraph 6.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non -renewal. SECTION IV — BUSINESS AUTO CONDITIONS: Page 4 of 4 0 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Last updated: February 8, 2022 Structure EMT approved 2/2018 Client / Sub Contract Signature Authority Chart Contract Event Up to $25K Up to 00 Authorized = only need one signature Legal Review if not Otak standard contract, or draft custom Project Manager (PM) Authorized Copy Copy Copy Unit Leader (UL) Copy Authorized Copy Copy Practice Area Leader (PAL) Region Director (RD) Other Executive Copy Authorized Copy CEO / CFO Authorized Board of Directors Copy PM UL PAL CEO/CFO Alligood, Li Beltzer, Dan Alaman, Henry Hamann, Jim Banker, Scott Dodson, Joshua Belonger, Scott Johnson, Dave Bates, Keith Doherty, Robert Fleener, Brian Belonger, Scott Emmanuel, Tracy Gaston, Russ Blackmore, Sarah Hawkins, David Roberts, Amanda Bouda, Jennifer Lawson, Steve Sarkkinen, Douglas Boyer, Tanya Lind, Cliff Weiser, Chad Brady, Kevin Makie, Ryan Yamashita, Jon Breneman, David Meyer, Jeff RD Buisman, Keith Nettleton, Scott Alaman, Henry Cantlon, Ashley Sacamano, David Bisio, Chris Carlson, Jack Tarr, Walter Fleener, Brian Child, Kym Timmins, Kevin Leavitt, Tim Childers, Kyle Van Dijk, Niels Vanderhorst, Nico Cho, Kyungkook Williams, Michael Williams, Millicent I 4Q. BUSINESS _ICENS SIA I OF I' %.N' ,;DING;«' Issue Date: Jan 07, 2022 Profit Corporation Unified Business ID #: 600614735 Business ID #: 001 Location: 0003 OTAK, INC. Expires: Dec 31, 2022 11241 WILLOWS RD NE STE 200 REDMOND WA 98052-1009 UNEMPLOYMENT INSURANCE - ACTIVE TAX REGISTRATION - ACTIVE CITY ENDORSEMENTS: KELSO GENERAL BUSINESS - NON-RESIDENT #13010220 - ACTIVE MUKILTEO GENERAL BUSINESS - NON-RESIDENT - ACTIVE BAINBRIDGE ISLAND GENERAL BUSINESS - NON-RESIDENT #41143 - ACTIVE SHELTON GENERAL BUSINESS - NON-RESIDENT #0033490 - ACTIVE KIRKLAND GENERAL BUSINESS - NON-RESIDENT #OBL24632 - ACTIVE RIDGEFIELD GENERAL BUSINESS - NON-RESIDENT - ACTIVE BELLINGHAM GENERAL BUSINESS #035116 - ACTIVE CARNATION GENERAL BUSINESS - NON-RESIDENT - ACTIVE ILWACO GENERAL BUSINESS - NON-RESIDENT - ACTIVE ISSAQUAH GENERAL BUSINESS - NON-RESIDENT - ACTIVE LAKE STEVENS GENERAL BUSINESS - NON-RESIDENT - ACTIVE LONG BEACH GENERAL BUSINESS - NON-RESIDENT - ACTIVE MARYSVILLE GENERAL BUSINESS - NON-RESIDENT #3618SVC107 - ACTIVE NEWCASTLE GENERAL BUSINESS - NON-RESIDENT #2430 - ACTIVE NORTH BEND GENERAL BUSINESS - NON-RESIDENT #008108.0 - ACTIVE SAMMAMISH GENERAL BUSINESS - NON-RESIDENT - ACTIVE SUMNER GENERAL BUSINESS - NON-RESIDENT - ACTIVE Tf,ili-ta the Pi1i11r3.., 1_.,,.,..;cn�� ulv..•.; i,i 1ir .•.,,.: ..ail n�r,7 P:i G,r thti• � ..-in�•�.> . n,u;1�.�I.�hur�•':;�.:�:�•ttini,�lii�ac�unu�nt,Llioiitcu�r�,��.,i,i�•.�l�cininrmatinrunllt�,il�lai�alinn .and .ire ur:}tc io liu" hest of hi: nr s,c1 i'llw nu thm; lw-inc,e, cuullu(ti.d ri roi n; li, i.n�C v,Itle :d! epplic;•,I)Ic_ A'�„_liin �tc:�: ��,..., ounl�. ,+.,,.I ul�DuetInr Dr[melmunl to %rnut STATE OF WASHINGTON UBI: 600614735 001 0003 Expires: Dec 31, 2022 OTAK, INC. 11241 WILLOWS RD NE STE 200 REDMOND WA 98052-1009 UNEMPLOYMENT INSURANCE - ACTIVE TAX REGISTRATION - ACTIVE KELSO GENERAL BUSINESS - NON-RESIDENT #B010220 - ACTIVE MUKILTEO GENERAL BUSINESS - NON-RESIDENT - ACTIVE BAINBRIDGE ISLAND GENERAL BUSINESS - NON-RESIDENT #41143 - ACTIVE SHELTON GENERAL BUSINESS - NON-RESIDENT #0033490 - ACTIVE KIRKLAND GENERAL BUSINESS - NON-RESIDENT #OBL24632 - ACTIVE RIDGEFIELD GENERAL BUSINESS - VA Vo N�wzlmllo rfr�„k �n v Shall OF 4VASFIl��GIC Profit Corporation BUSINESS LICENSE Issue Date: Jan 07, 2022 Unified Business ID #: 600614735 Business ID #: 001 Location: 0003 OTAK, INC. Expires: Dec 31, 2022 11241 WILLOWS RD NE STE 200 REDMOND WA 98052-1009 CITY ENDORSEMENTS: WOODINVILLE GENERAL BUSINESS - NON-RESIDENT - ACTIVE SNOHOMISH GENERAL BUSINESS - NON-RESIDENT #22320 - ACTIVE SEATAC GENERAL BUSINESS - NON-RESIDENT - ACTIVE FEDERAL WAY GENERAL BUSINESS - NON-RESIDENT #07-103577-00-BL - ACTIVE LYNNWOOD GENERAL BUSINESS - NON-RESIDENT #011979-06-2008 - ACTIVE LA CENTER GENERAL BUSINESS - NON-RESIDENT #19-0051 - ACTIVE YAKIMA GENERAL BUSINESS - NON-RESIDENT #BL077039 - ACTIVE BURIEN GENERAL BUSINESS - NON-RESIDENT #06359 - ACTIVE MILL CREEK GENERAL BUSINESS - NON-RESIDENT - ACTIVE OCEAN SHORES GENERAL BUSINESS - NON-RESIDENT #15580 - ACTIVE :I li''k lbc anti licencd:. milhoriied lui III, nvucci'Almo. Ili .1ccepiill <� dIi> docoill :nl. I!ic lierrr'cc rcrhiit- illc iiiiorin;1111w; nil lli['al plicaIion %Vas complete, tr;ur, anu d accrate to llie best of lus of lire I,no„ Icdec, anr; that bu<inc'� xvill br comimted iu cnnipliaurc 11-illi .ill .tl'plicablc 11'.nhin,;lun pir„c, unml�, and , ilc ic�ini,:lions. UBI: 600614735 001 0003 OTAK, INC. 11241 WILLOWS RD NE STE 200 REDMOND WA 98052-1009 STATE OF WASHNGTON UNEMPLOYMENT INSURANCE - ACTIVE TAX REGISTRATION - ACTIVE KELSO GENERAL BUSINESS - NON-RESIDENT #B010220 - ACTIVE MUKILTEO GENERAL BUSINESS - NON-RESIDENT - ACTIVE BAINBRIDGE ISLAND GENERAL BUSINESS - NON-RESIDENT #41143 - ACTIVE SHELTON GENERAL BUSINESS - NON-RESIDENT #0033490 - ACTIVE KIRKLAND GENERAL BUSINESS - NON-RESIDENT #OBL24632 - ACTIVE RIDGEFIELD GENERAL BUSINESS - I lirrc?nq Ih•I �:u limn! of Ib•�r.nrt� Expires: Dec 31, 2022 C -A— Request for Taxpayer Give Form to the FormWill Identification Number and Certification requester. Do not (Rev. October2018) Department of the Treasury send to the IRS. Internal Revenue Service ► Go to www.irs.gov/FormW9 for instructions and the latest information. 1 Name (as shown on your Income tax return). Narne is required on this line; do not leave this line blank. Otak, Inc., a Washington corporation 2 Business name/disregarded entity name, if different from above M 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the P Y 4 Exemptions codes apply only to P ( PPY Y ro following seven boxes. certain entities, not individuals; see a instructions on page 3): p ❑ Individual/sole proprietor or ❑✓ C Corporation ❑ S Corporation ❑ Partnership ❑ Trust/estate w ai c single -member LLC Exempt payee code (if any) CL u ❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) ► `p Note: Check the appropriate box in the line above for the tax classification of the single -member owner. Do not check Exemption from FATCA reporting to LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is code if an ( Y) >_ = another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single -member LLC that a 8 is disregarded from the owner should check the appropriate box for the tax classification of its owner. o a) �] Other (see instructions) ► (Applies to accounts maintained outside the U.S J N 5 Address (number, street, and apt. or suite no.) See instructions. Requester's name and address (optional) 808 SW 3rd Ave., Ste 800 rn 6 City, state, and ZIP code Portland, OR 97204 7 List account number(s) here (optional) Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals, this is generally your social security number (SHowever, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other — 1:11 — entitiesit is vour emolover identification number (EIN). If you do not have a number, see How to oet a TIN, later. or Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Employer identification number Number To Give the Requester for guidelines on whose number to enter. 9 1— 1 1 3 1 2 1 4 1 1 2 1 9 VMMM Geirt ucation Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part 11, later. Sign Signature of Here lu.s. person 0 —1 DT-7 Date► Jan13,2022 General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/FormW9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following. • Form 1099-INT (interest earned or paid) • Form 1099-DIV (dividends, including those from stocks or mutual funds) • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later. Cat. No. 10231X Form W-9 (Rev. 10-2018)