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CAG2019-410 - Original - RH2 Engineering, Inc. - Clark Springs Generator & Electrical Upgrade - 09/06/2019
Agreement Routing Form KENT For Approvals, Signatures and Records Management WASHINGTON This form combines&replaces the Request for Mayor's Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Originator. Nancy for Joe Araucto Department: Public Works Date Sent: 9/4/19 Date Required: 9/11/19 R > Authorized Director or Designee Date of ° 9/3/19 a, to Sign: Council aMayor Approval: Budget W20090 Grant? Yes No Account Number: Type: N/A Vendor Name: RHZ Engineering, Inc. Category. Contract c Vendor 176332 Sub-Category ° Number: a Project E Name: Clark Springs Generator & Electrical Upgrade 1.° c Project Z Details: Provide design services. c ar Agreement A Basis for E g $117 455.28 10 Amount. Selection of a+ Contractor. a Start Date: Mayor's signature Termination Date: Z Z$ Z0 Notice required prior to Yes No Contract Number: disclosure? h 2D 19 -y Dat ii r e L. Comments: ..0 IVED ZIO7 ° J1J KENO' LAW R O E D ®EPA; an Date Routed to the Mayor's Office: in d Date Routed to the City Clerk's Office: / I City of Kent > l 1 9 Office of the Mayor d Date Sent to Originator: Visit Documents.KentWA.gov to obtain copies of all agreements adccW22373_6_19 • KENT WASSHINGTON DATE: September 3, 2019 TO: Kent City Council SUBJECT: Consultant Services Agreement for Clark Springs Generator and Electrical Upgrades with RH2 Engineering, Inc. - Authorize MOTION: Authorize the Mayor to sign a Consultant Services Agreement with RH2 Consultants Inc. in an amount not to exceed $117,455.28 to design a standby generator system and electrical system upgrades, subject to final terms and conditions acceptable to the City Attorney and Public Works Director. SUMMARY: Clark Springs is located on Kent-Kangley Road, east of Maple Valley and adjacent to Rock Creek and is a critical component in the City's water supply system. Clark Springs produces about 60% of Kent's daily water supply and currently has an aging back-up power supply. This project will provide a diesel-powered, standby generator capable of powering the entire site; automatic power transfer switch; new structure to protect the equipment; removal of the existing propane generator; removal and replacement of existing pump control panel and motor starter for Well #3; replacement of existing electrical service pedestal and equipment; programmable logic controller; and a new service cabinet. BUDGET IMPACT: Costs for this project will be paid with funds already budgeted in the water utility. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure ATTACHMENTS: 1. Consultant Services Agreement with RH2 Engineering, Inc. (PDF) 08/19/19 Public Works Committee RECOMMENDED TO COUNCIL RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 9/3/2019 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Toni Troutner, Councilmember AYES: Dennis Higgins, Brenda Fincher, Toni Troutner KENT W P S H I N G T O N CONSULTANT SERVICES AGREEMENT between the City of Kent and RH2 Engineering, Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and RH2 Engineering, Inc. organized under the laws of the State of Washington, located and doing business at 22722 29th Drive SE, Suite 210, Bothell, WA 98021, Phone: (425) 951- 5358, Contact: Chris Roberts (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: The Consultant shall provide design services for the Clark Springs Generator and Electrical Upgrade Project. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. Consultant shall complete the work described in Section I by February 28, 2020. III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed One Hundred Seventeen Thousand, Four Hundred Fifty Five Dollars and Twenty Eight Cents ($117,455.28), for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit B and C. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) A. The Consultant 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. B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by,reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. 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 Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Consultant's part. The provisions of this section shall survive the expiration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit F attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. 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. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. 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. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) • KENT W,I '111..11 CONSULTANT SERVICES AGREEMENT between the City of Kent and RH2 Engineering, Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and RH2 Engineering, Inc. organized under the laws of the State of Washington, located and doing business at 22722 29t" Drive SE, Suite 210, Bothell, WA 98021, Phone: (425) 951- 5358, Contact: Chris Roberts (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: The Consultant shall provide design services for the Clark Springs Generator and Electrical Upgrade Project utilizing the project team identified in the attached and incorporated by Exhibit D. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. Consultant shall complete the work described in Section I by February 28, 2020 in accordance with the project schedule attached and incorporated as Exhibit E, unless the parties agree otherwise. III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed One Hundred Seventeen Thousand, Four Hundred Fifty Five Dollars and Twenty Eight Cents ($117,455.28), for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit B and C. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Consultant 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. B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. 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 Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) harmless, and Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Consultant's part. The provisions of this section shall survive the expiration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit F attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. 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. CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. 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. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. CONSULTANT: CITY OF KENT: (signature (signature) Print Name Print Name: Dana Ralph Its D tit' t c .( Its Ma or (title) DATE:f��� DATE: NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: Chris Roberts Timothy 1. LaPorte, P.E. RH2 Engineering, Inc. City of Kent 22722 291h Dr. SE, Suite 210 220 Fourth Avenue South Bothell, WA 98021 Kent, WA 98032 (425) 951-5358 (telephone) (253) 856-5500 (telephone) N/A (facsimile) (253) 856-6500 (facsimile) APP O ED AS TO FORM: K nd I aw Department T T Kent City Clerk RH2-Clark Springs(Araucto CONSULTANT SERVICES AGREEMENT - 5 (Over$20,000) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. For: Z. , t--.�t-lt ►�-^c .�i� L ., Title: Date: EEO COMPLIANCE DOCUMENTS - 1 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 EXHIBIT A Scope of Work City of Kent Clark Springs Generator and Electrical Upgrade July 2019 Background The City of Kent (City) has aging electrical and motor control equipment located at its Clark Springs facility that is in need of replacement. The City has requested the services of RH2 Engineering, Inc., (RH2) for the design of the replacement electrical and motor starter equipment at the Clark Springs facility, installation of a proposed standby engine generator system and shelter, and replacement of the existing electrical service equipment and utility transformers. There are three (3) existing well pumps at the Clark Springs facility and a fourth pump that is used for augmentation purposes:two(2)of the well pumps are operated by variable frequency drive(VFD) equipment and one (1) is operated by a soft starter. One of the well pump VFDs is an obsolete Cutler Hammer VFD that shall be replaced with a new Danfoss VFD as part of this project. The existing soft starter and associated valve controls for the three (3) well pumps will need to be moved to a new pump control panel. No modifications are required forthe fourth pump that is used for augmentation purposes. One (1) utility transformer and electrical service is used to supply power to the facility. The City currently has a small standby generator at the site that does not provide adequate standby power for the entire site and is used only for critical loads. Due to the importance of this facility, the City has decided to replace the existing electrical service equipment,and existing wiring between the utility transformers and building.The City also has decided to remove the existing standby generator, along with the existing generator protection bollards, fuel tank, and security fencing, and install a new backup generator to allow for more reliable operation of the entire facility. The City requires that the new generator be installed under a full-coverage shelter with a metal roof and has identified an approximate location for the shelter that will require site improvements to remove trees, prepare the structural foundation for the shelter, and allow for vehicular access to the generator. The major design and project elements at Clark Springs include the following: • Removal and replacement of the existing pump control panel and motor starter for Well No. 3. The new VFDs will be manufactured by Danfoss. • Replacement of the existing electrical service equipment and utility transformers, including installation of a new concrete pad and shelter above the new service equipment. The proposed electrical service equipment will be NEMA 4X, stainless steel if installed outdoors. • Installation of proposed electrical raceway and conductors between the proposed utility transformers and the existing building. • Installation of a new standby generator system with an automatic transfer switch to power the Clark Springs site. Triple-walled diesel tanks to have a minimum 72-hour standby fuel capacity. 1 7/29/201910:12:55AM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M190089_Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Clark Springs Electrical and Standby Generator Upgrades.docx — — City of Kent Exhibit A Clark Springs Generator and Electrical Upgrade Scope of Work • Maintain usage of existing manual transfer switch and distribution panel for powering existing critical equipment currently by the existing generator. • Design provisions that address the goal of reducing the downtime of operation of the existing wells. • Replacement of existing raceway and conductors between existing building and existing surge tank building. • Upgrade existing S7-300 and 200 programmable logic controllers (PLCs) and surge tank remote input/output (1/0) rack. • Construction of a shelter for the standby engine generator system that shall include a metal roof, hot-dipped galvanized frame, work lighting, power receptacle, concrete generator pad with containment curb and drainage provisions, and generator access platform. • Site improvements for the construction of the generator system shelter that shall include tree and earth removal, structural fill and preparation work for the shelter foundation, vehicle access to the generator with a hammerhead-style driveway with a concrete fueling pad with integral containment curb and spill isolation provisions, stormwater collection system routed to existing stormwater system, and removal of the existing generator and propane fuel tank. • Installation of poles for exterior lighting and future surveillance cameras. Assumptions: The City shall provide RH2 with a completed survey and base map to be used as a basis for the electrical and civil site plan design. RH2 may rely on the accuracy and completeness of data, information, and/or drawings provided by the City or others in relation to this work. Refer to the attached Fee Estimate (Exhibit 8)for an estimate of time required for all tasks. The project delivery timelines shown below, and project schedule shown in Exhibit E is based on a Notice-to-Proceed(NTP) date from the City in early September. Task 1 — Project Management and Administration Objective: Manage and coordinate engineering services required for the project design. Project/Task Delivery Timeline (Approximately 105 Working Days): Notice-to-Proceed through project completion (Estimated to be September 2019 to January 2020). Approach: 1.1 Perform Project Management, Progress Reporting, and Team Management — Identify and designate a single point of contact to act as the RH2 project manager during the design phase of the project. Manage the RH2 project team to track time and budget, work elements accomplished, work items planned for the next period, and labor, time, and budget needed to complete the tasks listed in this Scope of Work. If needed, notify the City of scope changes and obtain authorization to proceed from the City's project manager prior to performing the work. Prepare monthly project progress reports to identify what was accomplished for the month, what is anticipated for the next month, and current or potential issues or changes.The progress report will contain a summary of task costs to date (in invoice format). 2 7/29/201910:12:SSAM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M190o89_Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Clark Springs Electrical and Standby Generator Upgrades.docx — — City of Kent Exhibit A Clark Springs Generator and Electrical Upgrade Scope of Work 1.2 Provide Project Coordination—Develop and maintain a project schedule. Participate in weekly coordination meetings with the City via conference call. Develop and maintain an action item tracker that will electronically log decisions made during the project and include supporting documents. RH2 Deliverables: • Monthly progress reports to include the elements described in subtask 1.1 for the duration of the project. • Project schedule in electronic (PDF) format. • Action item tracker in electronic (PDF) format. Task 2— Site Investigation and Data Review Objective: Prepare for and attend a kick-off meeting and site visit with City staff. Review as-built drawings and data provided by the City. Project/Task Delivery Timeline: Approximately 10 Working Days after NTP. Approach: 2.1 Attend Kick-Off Meeting — Meet with City staff and key design team members to review the scope of work, schedule, and critical design elements. Prepare meeting agenda and minutes. 2.2 Attend Site Visit—Attend one (1) site visit at the Clark Springs facility to collect information for the design related to the site, existing power distribution system, generator sizing, existing equipment dimensions, conduit routing, comparison to the as-built drawings for the existing power distribution system and site layout, and space evaluation for the proposed improvements. 2.3 Review Data— Review data, as-built drawings, and any other information provided by the City. Provided by City: • As-built drawings of best available information of the existing site, existing telemetry system layout, existing buildings, and existing pump control panel layout. • Survey and base map in AutoCAD (dwg) format. RH2 Deliverables: • Kick-off meeting agenda and minutes in electronic (PDF) format. 3 7/29/201910:12:55AM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M190089_Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Electrical and Standby Generator Upgrades.docx — _Clark Springs City of Kent Exhibit A Clark Springs Generator and Electrical Upgrade Scope of Work Task 3— Site, Structural, and Electrical Design Objective: Prepare bid-ready design plans and specifications for the proposed site, structural, and electrical work at the existing Clark Springs facility. Project/Task Delivery Timeline: Approximately 105 Working Days. See below for estimated timeline dates per sub-task. Approach: 3.1 Perform Geotechnical Investigation (15 Working Days after NTP) — Perform a geotechnical investigation for constructing the generator shelter foundation and inertia pad. Complete up to two (2)test pits at the site to document soil composition and develop design parameters for the generator shelter foundation. Prepare a geotechnical memorandum detailing site conditions, including slope requirements, bearing capacity, earth pressures, and groundwater control for design and construction of the generator shelter foundation. The Cityshall mark the location onsite, call in utility locates prior to test pit digging, and provide a backhoe and operator to perform test pits onsite. Test pit digging is assumed to take four(4)hours to complete. 3.2 Prepare Site Improvements Design Plans (Up to 105 Working Days after NTP)—Develop existing and proposed site and utility plans and details, including building setbacks, tree removal, site grading, removal of the existing generator, removal of the existing fencing and generator bollards, generator concrete pad and security fencing layout, hammerhead turnaround layout with a concrete fueling pad and vehicle access to the structure, and stormwater collection system with spill isolation provisions. The site design will be based on a combination of City-provided topographic survey, base map data, and field notes from the site visit. 3.3 Provide Drainage Review(Up to 105 Working Days after NTP)—Prepare a Technical Information Report (TIR) for compliance with the 2016 King County Surface Water Design Manual as amended by the City's Surface Water Design Manual 2017. It is assumed that the project will be exempt from Core Requirement No. 3: Flow Control, Core Requirement No. 8: Water Quality, and Core Requirement No. 9: Flow Control Best Management Practices (BMPs). 3.4 Prepare Generator Shelter Structural Design Plans (Up to 105 Working Days after NTP) — Develop structural plans and details for the generator structure, including the generator support slab and access platform. Prepare structural calculations for submittal along with a permit copy of the plan set to the City Building Department. The permit shall be prepared and provided by the City. 3.5 Perform Generator Sizing and Calculations (10 Working Days after NTP) — Perform generator load and sizing calculations based on the existing electrical load at the facility and new Well No. 3 VFD that will be installed at the facility to determine generator sizing for the facility. Determine generator sizing calculations with manufacturer sizing software. Coordinate with the City's preferred generator manufacturer, Cummins, to determine the physical size of the generator and automatic transfer switch, to obtain equipment pricing information, and to develop a custom sub-base triple-walled fuel tank design for the generator. Provide calculations to the City as part of the 60-percent design review. 4 7/29/201910:12:55AM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M190089_Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Clark Springs Electrical and Standby Generator Upgrades.docx — — City of Kent Exhibit A Clark Springs Generator and Electrical Upgrade Scope of Work 3.6 Prepare Electrical Design Plans (Up to 105 Working Days after NTP)— • Develop electrical plans for replacement of the existing pump control panel VFD for Well No. 3 with a new VFD, replacement of the existing electrical service equipment and power distribution panel, installation of a new outdoor generator and automatic transfer switch, replacement of existing raceway and conductors between the existing building and utility power pole, upgrading the existing Siemens PLCs and surge tank remote 1/0 rack, and installation of poles for exterior lighting and future surveillance cameras. Plans shall include a one-line diagram showing equipment layout,a power distribution and signal plan showing conduit routing and equipment locations, pump control panel and motor control equipment installation details, generator installation details, electrical schedules, and electrical details. • Coordinate the electrical service improvements with Puget Sound Energy to determine the required electrical service and utility modifications. • Prepare control logic diagrams for valve control of the well pump motors, relocation of an existing soft starter from the existing motor control center to the new pump control panel, and replacement of an existing VFD. • Prepare an electrical site plan identifying the location of the new generator and generator structure, new electrical service conduit, electrical service modifications, existing site conduit routing, and site improvements that are required for the installation of the generator. • Prepare generator and fuel tank installation details. The fuel tank system is to be designed as a triple-walled, sub-base fuel tank with leak alarming and required venting.The fuel tank will have a designed fuel capacity for a three(3)-day run period at rated load.The generator design will include conduit and wiring to a generator battery charger, generator block heater, generator interior light and receptacle, work lighting, and a 20-amp outdoor receptacle. • Prepare telemetry system diagrams for interfacing the proposed equipment with the existing telemetry system and for replacing the existing PLC and remote 1/0 rack. Upgrade existing VFD communications from Profibus to Profinet. The proposed motor control equipment also will communicate with the telemetry system via Profinet. The telemetry system diagrams will show the proposed telemetry system input and output signals and interface requirements. The generator/transfer switch will be capable of inhibiting re-transfer to utility power until allowed to do so by the PLC programming. 3.7 Prepare Specifications (Up to 105 Working Days after NTP) — Utilize the Washington State Department of Transportation (WSDOT)Standard Specifications and Kent Special Provisions for mobilization and demobilization, earthwork items, aggregate production and acceptance, bases, surface treatment and pavement, cement concrete pavement, drainage structures, storm sewers, sanitary sewers, water mains, conduits, pavement markings, signs, guardrails, monuments and cases, cement concrete sidewalks, and permanent signing. The Kent Special Provisions shall be provided by the City to RH2 for edits and revisions as needed. All changes to the documents shall be made using MS Word tracked changes features. Prepare technical 5 7/29/201910:12:55AM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M190089_Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Clark Springs Electrical and Standby Generator Upgrades.docx — — City of Kent Exhibit A Clark Springs Generator and Electrical Upgrade Scope of Work specifications and reformat RH2's standard modified Construction Specifications Institute (CSI) format into the WSDOT Standard Specifications format. The technical specifications shall be incorporated into the appropriate section of the KENT SPECIAL PROVISIONS (KSP). RH2 will insert the technical specifications into the appropriate sections (or new sections) of the KSP, while ensuring no conflicting information. The City shall attach the technical specifications to the City's front-end bidding documents and prepare the overall specification package. Prepare the specifications portion of the bid package and review the City-provided documents for potential conflict(s) with the technical specifications. Provide the City with comments and suggestions for resolving conflicts between the two documents. 3.8 Prepare Construction Cost Estimate (Up to 105 working Days after NTP) — Prepare a construction cost estimate for City review purposes at the 60-, 90-, and 100-percent review stages. 3.9 Provide City Design Reviews (Between 40 and 105 Working Days after NTP)— • Provide the City with plans at the 60-,90-, and 100-percent design levels, and specifications at the 90- and 100-percent design levels for City review. Allow the City a two (2) week review period for each review cycle. • Meet up to two (2) times with City staff for 60- and 90-percent design review meetings to discuss and review the plans and specifications. • Edit plans and specifications at the 60- and 90-percent review levels based on City review comments. • Provide a 100-percent plan, marked as "PERMIT SET," and associated structural calculations, for City submittal to the Building Department. • Finalize the plans and specifications, incorporating revisions/comments from the Building Department review on the bid plan set. 3.10 Provide Quality Assurance/Quality Control (Up to 105 Working Days after NTP)—Provide quality assurance/quality control (QA/QC) services, to include a formal, internal QA/QC process and review of the constructability of the project design and final deliverables. Provided by City: • The City shall mark the location onsite, call in utility locates prior to test pit digging, and provide a backhoe and operator to perform test pits onsite. • City front-end bidding documents, including WSDOT Standard Specifications and Kent Special Provisions. • Plans and specification production. • All required permitting applications, fees, and submittals. RH2 Deliverables: • Geotechnical memorandum in electronic (PDF)format. 6 7/29/2019 10:12:55 AM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M190089_Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Clark Springs Electrical and Standby Generator Upgrades.docx — — City of Kent Exhibit A Clark Springs Generator and Electrical Upgrade Scope of Work • TIR for stormwater compliance in (PDF) format. • 60-percent, 90-percent, and 100-percent design drawings in electronic (PDF) format. • 90-percent and 100-percent specifications in electronic (PDF) format. • 100-percent design plans and associated structural calculations in electronic (PDF) format. • 60-, 90-, and 100-percent construction cost estimates in electronic (PDF) format. • One (1) electronic copy of the final plans in AutoCAD (dwg) format on a CD or flash drive. • One (1) electronic copy of the final plans in PDF on a CD or flash drive. 0 One (1) electronic copy of the final technical specifications in PDF and Word format on a CD or flash drive. • One (1) full-size hard copy of final plans. • One (1) full record of materials. 7 7/29/201910:12:55AM\\rh2.com\dfs\NewBusiness\Proposal\KEN\20190529_KEN_M1900S9 Clark Springs Generator and Electrical Upgrade\Contract\PSA SOW Clark Springs Electrical and Standby Generator Upgrades.docx — — +41d ■ s � � ` a > E i/ k \ ci L ) ! ! f !�• § _ I ( , � !!| 2 $ / t:� .# §_ \ � j f! \ 2 � • � |� \ ! � . k ! / /|! / '� : {) { |) ( 2 ff))fk){� vi ƒ ) {i k k City of Kent Clark Springs Generator and Electrical Upgrade Cost Summary Firm Name: RH2 Engineering,Inc. Class Classification Role Staff Hours x Rate - Cost Professional I Professional I Staff Engineer 0 $ 148.00 $ - Professional II Professional II Staff Engineer 157 $ 161.00 $ 25,277.00 Professional III Professional III Project Engineer 88 $ 175.00 $ 15,400.00 Professional IV Professional IV Project Engineer 0 $ 185.00 $ - Professional V Professional V Project Manager 186 $ 200.00 $ 37,200.00 Professional VI Professional VI Project Manager 0 $ 213.00 $ - Professional VI Professional VII Director 96 $ 231.00 $ 22,176.00 Professional VIII Professional VIII Principal 10 $ 240.00 $ 2,400.00 Professional IX Professional IX Principal 0 $ 240.00 $ - Administrative I Administrative I Administrative 0 $ 72.00 $ Administrative II Administrative II Administrative 0 $ 84.00 $ Administrative III Administrative III Administrative 0 $ 101.00 $ - Administrative IV Administrative IV Administrative 42 $ 119.00 $ 4,998.00 Administrative V Administrative V Administrative 0 $ 137.00 $ - Total Hours 579 Total Direct Labor $ 107,451.00 Direct Non-Salary Costs Cost Item Unit Number Cost Each Number Mileage Miles 320 $ 0.58 $ 185.60 CAD/GIS System Each 214 $27.50 $ 5,885.00 Photocopies Each 360 $ 0.09 $ 32.40 Each 40 $ 0.20 $ 8.00 Each 180 $ 0.90 $ 162.00 Each 300 $ 2.00 $ 600.00 CAD Plots-Full-size Each 50 $ 10.00 $ 500.00 Technology Charge Percentage 105251 2.5% $ 2,631.28 Direct Non-Salary Costs Total $ 10,004.28 Subconsultant Expenses Prime Subtotal $ 117,455.28 Total Subconsultant Expense $ Total $ 117,455.28 TOTAL PROJECT COST Rounded $ 117,455 Exhibit C Consultant Fee Determination-Summary Sheet 2019 SCHEDULE OF RATES AND CHARGES Subconsultant: RH2 ENGINEERING,INC Negotiated Overhead Fee Multiplier Negotiated Rate Staff Classification Hourly Rate Multiplier Per Hour 166.00% 12.00% Professional $ 49.68 $ 82.47 $ 15.86 $ 148.00 Professionalll $ 54.04 $ 89.71 $ 17.25 $ 161.00 Professionalll1 $ 58.74 $ 97.51 $ 18.75 $ 175.00 Professional IV $ 62.10 $ 103.08 $ 19.82 $ 185.00 Professional V $ 67.13 $ 111.44 $ 21.43 $ 200.00 Professional VI $ 71.50 $ 118.69 $ 22.82 $ 213.00 Professional VII $ 77.54 $ 128.72 $ 24.75 $ 231.00 Professional VIII $ 80.56 $ 133.73 $ 25.72 $ 240.00 Professional IX $ 80.56 $. 133.73 $ 25.72 $ 240.00 Control Specialist 1 $ 44.98 $ 74.67 $ 14.36 $ 134.00 Control Specialist 11 $ 48.67 $ 80.80 $ 15.54 $ 145.00 Control Specialist III $ 53.04 $ 88.04 $ 16.93 $ 158.00 Control Specialist IV $ 56.73 $ 94.17 $ 18.11 $ 169.00 Control Specialist V $ 60.42 $ 100.30 $ 19.29 $ 180.00 Control Specialist VI $ 64.45 $ 106.98 $ 20.57 $ 192.00 Control Specialist VII $ 69.82 $ 115.90 $ 22.29 $ 208.00 Control Specialist VIII $ 73.18 $ 121.47 $ 23.36 $ 218.00 Technician 1 $ 36.92 $ 61.29 $ 11.79 $ 110.00 Technician II $ 39.94 $ 66.31 $ 12.75 $ 119.00 Technician III $ 45.99 $ 76.34 $ 14.68 $ 137.00 Technician IV $ 49.01 $ 81.35 $ 15.64 $ 146.00 Technician V $ 53.71 $ 89.15 $ 17.14 $ 160.00 Technician VI $ 58.74 $ 97.51 $ 18.75 $ 175.00 Technician VII $ 63.78 $ 105.87 $ 20.36 $ 190.00 Technician VIII $ 67.13 $ 111.44 $ 21.43 $ 200.00 Administrative 1 $ 24.17 $ 40.12 $ 7.71 $ 72.00 Administrative II $ 28.20 $ 46.81 $ 9.00 $ 84.00 Administrative III $ 33.90 $ 56.28 $ 10.82 $ 101.00 Administrative IV $ 39.94 $ 66.31 $ 12.75 $ 119.00 Administrative V $ 45.99 $ 76.34 $ 14.68 $ 137.00 In-House Copies B/W-8.5x11 $ 0.09 In-House Copies B/W-8.5x14 $ 0.14 In-House Copies B/W-11x17 $ 0.20 In-House Copies Color-8.5xii $ 0.90 In-House Copies Color-8.5x14 $ 1.20 In-House Copies Color-11x17 $ 2.00 CAD Plots Large $ 25.00 CAD Plots Full $ 10.00 CAD Plots Half $ 2.50 CAD System Per Hour $ 27.50 GIS System Per Hour $ 27.50 Mileage Current IRS Rate Subconsultants will be billed at cost plus 15%. Outside direct costs for permit fees, reports, maps, data, reprographics, couriers, postage, and non- mileage related travel expenses that are necessary for the execution of the project and are not specifically identified elsewhere in the contract will be billed at cost. EXHIBIT D KEY PERSONNEL NAME TITLE 1. Chris Roberts,PE Project Manager 2. Geoff Dillard,PE Principal-In-Charge 3. Mark Braaksma,PE Electrical Project Engineer/Manager 4. Jon Conner, PE Structural Project Engineer/Manager 5. Ryan Feskens,PE Civil Project Engineer/Manager 6. Isaac Oquist Electrical Staff Engineer 7. Jacob Hamilton Structural Staff Engineer 8. Max Freimund,PE Civil Staff Engineer 9. Steve Nelson Engineering Geologist 10. Bret Beaupain, PE Surface Water/Stormwater Engineer 11. Julie Self Administrative Assistant a E, A tf S � R� 9 5 RS 9 R`a 8- 5 R� �5 C g` x� �S ISS S R? €� c ffis 2 + w� w 3 is m e� _ w w w a w a w w LL - a a m f i 3 i F I f m f m f m f 5 m m m m m LL a� " S S S a as a a � as d a a a a EXHIBIT F INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 4. Professional Liability insurance appropriate to the Consultant's profession. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate and a $1,000,000 products-completed operations aggregate limit. EXHIBIT F (Continued) 3. Professional Liability insurance shall be written with limits no less than $2,000,000 per claim and $2,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. Aco® CERTIFICATE OF LIABILITY INSURANCE FDATE(MM/DDIYYYY) `...�� 05/20/2019 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 Jona Bolin NAME: Sammamish Insurance,Inc. HONE Ext: (425)898-8780 ac No: (425)836-2865 704 228th Ave NE,PMB 373 ADDRESS: JonaBolin@msn.com INSURER(S)AFFORDING COVERAGE NAIC# Sammamish WA 98074 INSURER A: Ohio Security Insurance Company 24082 INSURED INSURER B: Continental Casualty Company 20443 RH2 Engineering Inc INSURER C: 22722 29th Dr SE Ste 210 INSURER D: INSURER E: Bothell WA 98021 INSURER F: COVERAGES CERTIFICATE NUMBER: CL1952003492 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. INSR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE IN SD WVD POLICY NUMBER MMIDDIYYYY MMIDD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE OCCUR PAMAGET REMISES Ea occurrence) $ 2,000,000 MED EXP(Any one person) $ 15,000 A Y BZS57962270 05/29/2019 05/29/2020 PERSONAL&ADV INJURY $ 2,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 4,000,000 X POLICY ❑PRO- ❑ JECT LOC PRODUCTS-COMP/OPAGG $ 4,000,000 OTHER: Employers Liability $ 2,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 Ea accident X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED Y BAS57962270 05/29/2019 05/29/2020 BODILY INJURY Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident $ UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 2,000,000 A X EXCESS LIAB CLAIMS-MADE BZS57962270 05/29/2019 05/29/2020 AGGREGATE $ 2,000,000 DED I X1 RETENTION $ 10,000 $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT OFFICER/MEMBER EXCLUDED? ❑ NIA $ (Mandatory in If yes,describe under E.L.DISEASE-EA EMPLOYEE $ DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Professional Liability B Claims Made AEH004312321 05/29/2019 05/29/2020 Per Claim $3,000,000 Deductible $200,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The certificate holder is named as additional insured automatically when required by contract per BP7996(General Liability)and CA8810(Auto Liability). CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Kent ACCORDANCE WITH THE POLICY PROVISIONS. 400 West Gowe AUTHORIZED REPRESENTATIVE Kent WA 98032 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD BUSINESSOWNERS BP 79 96 09 16 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Below is a summarization of the coverages provided by this endorsement. No coverages are given by this summary. Actual coverage descriptions are within this endorsement. SECTION SUBJECT A. Supplementary Payments Bail Bonds Loss Of Earnings B. Broadened Coverage For Damage To Premises Rented To You C. Incidental Medical Malpractice Injury D. Mobile Equipment E. Blanket Additional Insured (Owners, Contractors Or Lessors) F. Newly Formed Or Acquired Organizations G. Aggregate Limits H. Duties In The Event Of Occurrence, Offense, Claim Or Suit I. Liability And Medical Expenses Definitions Bodily Injury Insured Contract Personal And Advertising Injury Section II -Liability is amended as follows: A. Supplementary Payments Section A.1. Business Liability is modified as follows: 1. The $250 limit shown in Paragraph A.1.f.(1)(b) Coverage Extension - Supplementary Payments for the cost of bail bonds is replaced by a $3,000 limit. 2. The $250 limit shown in Paragraph A.1.f.(1)(d) Coverage Extension - Supplementary Payments for reasonable expenses and loss of earnings is replaced by a$500 limit. B. Broadened Coverage For Damage To Premises Rented To You 1. The last paragraph of Section B.1. Exclusions - Applicable To Business Liability Coverage is replaced by the following: With respect to the premises which are rented to you or temporarily occupied by you with the permis- sion of the owner, Exclusions c., d., e., g., h., k., I., m., n. and o. do not apply to "property damage". © 2016 Liberty Mutual Insurance BP 79 96 09 16 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 4 2. Paragraph D.2. Liability And Medical Expenses Limits Of Insurance is replaced by the following: The most we will pay under this endorsement for the sum of all damages because of all "property damage" to premises while rented to you or temporarily occupied by you with the permission of the owner is the Limit of Insurance shown in the Declarations. 3. Paragraph D.3. Liability And Medical Expenses Limits Of Insurance does not apply. C. Incidental Medical Malpractice Injury 1. Paragraph (4) under Paragraph B.1.j. Exclusions -Applicable To Business Liability Coverage - Profes- sional Services does not apply to "Incidental Medical Malpractice Injury" coverage. 2. With respect to this endorsement, the following is added to Section F. Liability And Medical Expenses Definitions: a. "Incidental Medical Malpractice Injury" means bodily injury arising out of the rendering of or failure to render, during the policy period, the following services: (1) Medical, surgical, dental, x-ray or nursing service or treatment or the furnishing of food or beverages in connection therewith; or (2) The furnishing or dispensing of drugs or medical, dental or surgical supplies or appliances. b. This coverage does not apply to: (1) Expenses incurred by the insured for first-aid to others at the time of an accident and the Duties in the Event of Occurrence, Offense, Claim or Suit Condition is amended accordingly. (2) Any insured engaged in the business or occupation of providing any of the services described under a. above. (3) Injury caused by any indemnitee if such indemnitee is engaged in the business or occupation of providing any of the services described under a. above. D. Mobile Equipment Section C. Who Is An Insured is amended to include any person driving "mobile equipment" with your permission. E. Blanket Additional Insured (Owners, Contractors Or Lessors) 1. Section C. Who Is An Insured is amended to include as an insured any person or organization whom you are required to name as an additional insured on this policy under a written contract or written agreement. The written contract or agreement must be: a. Currently in effect or becoming effective during the term of this policy; and b. Executed prior to the "bodily injury", "property damage", or "personal and advertising injury". 2. The insurance afforded to the additional insured is limited as follows: a. The person or organization is only an additional insured with respect to liability arising out of: (1) Real property, as described in a written contract or written agreement, you own, rent, lease, maintain or occupy; and (2) Caused in whole or in part by your ongoing operations performed for that insured. b. The Limit of Insurance applicable to the additional insured are those specified in the written contract or written agreement or the limits available under this policy, as stated in the Declara- tions, whichever are less. These limits are inclusive of and not in addition to the Limit of Insurance available under this policy. c. The insurance afforded to the additional insured does not apply to: (1) Liability arising out of the sole negligence of the additional insured; (2) "Bodily injury", "property damage", "personal and advertising injury", or defense coverage under the Supplementary Payments section of the policy arising out of an architect's, en- gineer's or surveyor's rendering of or failure to render any professional services including: © 2016 Liberty Mutual Insurance BP 79 96 09 16 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 2 of 4 (a) The preparing or approving of maps, shop drawings, opinions, reports, surveys, field orders, change orders, or drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (3) Any 'occurrence" that takes place after you cease to be a tenant in the premises described in the Declarations; or (4) Structural alterations, new construction or demolition operations performed by or for the person or organization designated in the Declarations. 3. Any coverage provided hereunder shall be excess over any other valid and collectible insurance avail- able to the additional insured whether primary, excess, contingent or on any other basis unless a contract specifically requires that this insurance be primary or you request that it apply on a primary basis. F. Newly Formed Or Acquired Organizations The following is added to Section C.Who Is An Insured: Any business entity acquired by you or incorporated or organized by you under the laws of any individual state of the United States of America over which you maintain majority ownership interest exceeding fifty percent. Such acquired or newly formed organization will qualify as a Named Insured if there is no similar insurance available to that entity. However: 1. Coverage under this provision is afforded only until the 180th day after the entity was acquired or incorporated or organized by you or the end of the policy period, whichever is earlier; 2. Section A.1. Business Liability does not apply to: a. "Bodily injury" or "property damage" that occurred before the entity was acquired or incorporated or organized by you; and b. "Personal and advertising injury" arising out of an offense committed before the entity was ac- quired or incorporated or organized by you. 3. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. G. Aggregate Limits The following is added to Paragraph D.4. Aggregate Limits Liability and Medical Expenses Limits Of Insurance: 1. The Aggregate Limits apply separately to each of the 'locations" owned by or rented to you or temporarily occupied by you with the permission of the owner. 2. The Aggregate Limits also apply separately to each of your projects away from premises owned by or rented to you. For the purpose of this endorsement only, "location" means premises involving the same or connect- ing lots, or premises whose connection is interrupted only by a street, roadway, waterway or right- of-way of a railroad. H. Duties In The Event Of Occurrence, Offense, Claim Or Suit 1. Paragraph E.2.a. Duties In The Event Of Occurrence, Offense, Claim Or Suit Liability And Medical Expenses General Condition applies only when the 'occurrence" is known to any insured listed in Paragraph C.1. Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim. 2. Paragraph E.2.b. Duties In The Event Of Occurrence, Offense, Claim Or Suit Liability And Medical Expenses General Condition will not be considered breached unless the breach occurs after such claim or "suit' is known to any insured listed under Paragraph C.1. Who Is An Insured or any "employee" authorized by you to give or receive notice of an 'occurrence" or claim. © 2016 Liberty Mutual Insurance BP 79 96 09 16 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 3 of 4 I. Section F.Liability And Medical Expenses Definitions is modified as follows: 1. Paragraph F.3. is replaced by the following: 3. "Bodily Injury" means bodily injury, sickness, disease, or incidental medical malpractice injury sustained by a person, and includes mental anguish resulting from any of these; and including death resulting from any of these at any time. 2. Paragraph F.9. is replaced by the following: 9. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of prem- ises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indem- nification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. However, such part of a contract or agreement shall only be considered an "insured contract" to the extent your assumption of the tort liability is permitted by law. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies a railroad for "bodily injury" or "property damage" arising out of con- struction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing; (2) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to prepare or approve, maps, shop drawings, opin- ions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (3) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (2) above and supervisory, inspection, architectural or engineering activities. 3. Paragraph F.14.b. Personal And Advertising Injury is replaced by the following: b. Malicious prosecution or abuse of process; © 2016 Liberty Mutual Insurance BP 79 96 09 16 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 4 of 4 COMMERCIAL AUTO AC 85 01 06 18 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. If the policy to which this endorsement is attached also contains a Business Auto Coverage Enhancement Endorsement with a specific state named in the title, this endorsement does not apply to vehicles garaged in that specified state. COVERAGEINDEX SUBJECT PROVISION NUMBER ACCIDENTAL AIRBAG DEPLOYMENT 13 ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT 4 AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS 21 AMENDED FELLOW EMPLOYEE EXCLUSION 6 AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 15 BODILY INJURY REDEFINED 25 EMPLOYEES AS INSUREDS (Including Employee Hired Auto) 3 EXTRA EXPENSE- BROADENED COVERAGE 11 " GLASS REPAIR-WAIVER OF DEDUCTIBLE 17 HIRED AUTO COVERAGE TERRITORY 23 HIRED AUTO PHYSICAL DAMAGE (Including Employee Hired Auto) 7 LOAN / LEASE GAP (Coverage Not Available In New York) 16 NEWLY FORMED OR ACQUIRED SUBSIDIARIES 2 PARKED AUTO COLLISION COVERAGE(WAIVER OF DEDUCTIBLE) 18 PERSONAL EFFECTS COVERAGE 12 PHYSICAL DAMAGE - ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 9 PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM 14 PRIMARY AND NON-CONTRIBUTORY -WRITTEN CONTRACT OR WRITTEN AGREEMENT 24 RENTAL REIMBURSEMENT 10 SUPPLEMENTARY PAYMENTS 5 TOWING AND LABOR 8 TRAILERS - INCREASED LOAD CAPACITY 1 TWO OR MORE DEDUCTIBLES 19 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 20 WAIVER OF TRANSFER OF RIGHTS OF RECOVERYAGAINST OTHERS TO US 22 SECTION I -COVERED AUTOS is amended as follows: 1. TRAILERS -INCREASED LOAD CAPACITY The following replaces Paragraph C.1. Certain Trailers, Mobile Equipment And Temporary Substitute Autos of SECTION I -COVERED AUTOS: "Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 1 of 7 SECTION II -LIABILITY COVERAGE is amended as follows: 2. NEWLY FORMED OR ACQUIRED SUBSIDIARIES SECTION II - LIABILITY COVERAGE, Paragraph A.I. - Who Is An Insured is amended to include the following as an "insured": d. Any legally incorporated subsidiary of which you own more than 50 percent interest during the policy period. Coverage is afforded only for 90 days from the date of acquisition or formation. However, "insured" does not include any organization that: (1) Is a partnership or joint venture; or (2) Is an "insured" under any other automobile policy except a policy written specificall y to apply in excess of this policy; or (3) Has exhausted its Limit of Insurance or had its policy terminated under any other automobile policy. Coverage under this provision d. does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization. 3. EMPLOYEES AS INSUREDS SECTION II - LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured is amended to include the following as an "insured": e. Any "employee" of yours while using a covered "auto" you do not own, hire or borrow but only for acts within the scope of their employment by you. Insurance provided by this endorsement is excess over any other insurance available to any "employee". f. Any "employee" of yours while operating an "auto" hired or borrowed under a written contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business and within the scope of their employment. Insurance provided by this endorsement is excess over any other insurance available to the "employee". 4. ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT SECTION II - LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured is amended to include the following as an "insured": g. Any person or organization with respect to the operation, maintenance or use of a covered "auto", provided that you and such person or organization have agreed in a written contract, written agreement, or permit issued to you by governmental or public authority, to add such person, or organization, or governmental or public authority to this policy as an "insured". However, such person or organization is an "insured": (1) Only with respect to the operation, maintenance or use of a covered "auto"; (2) Only for "bodily injury" or "property damage" caused by an "accident" which takes place after you executed the written contract or written agreement, or the permit has been issued to you; and (3) Only for the duration of that contract, agreement or permit. The "insured" is required to submit a claim to any other insurer to which coverage could apply for defense and indemnity. Unless the "insured" has agreed in writing to primary noncontributory wording per enhancement number 24, this policy is excess over any other collectible insurance. 5. SUPPLEMENTARY PAYMENTS SECTION II - LIABILITY COVERAGE, Coverage Extensions, 2.a. Supplementary Payments, Paragraphs (2) and (4) are replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic violations ) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 2 of 7 6. AMENDED FELLOW EMPLOYEE EXCLUSION In those jurisdictions where, by law, fellow "employees" are not entitled to the protection afforded to the employer by the workers compensation exclusivity rule, or similar protection, the following provi- sion is added: SECTION II - LIABILITY, Exclusion B.5. Fellow Employee does not apply if the "bodily injury" results from the use of a covered "auto" you own or hire if you have workers compensation insurance in force for all of your "employees" at the time of "loss". This coverage is excess over any other collectible insurance. SECTION III -PHYSICAL DAMAGE COVERAGE is amended as follows: 7. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4. Coverage Extensions of SECTION III - PHYSICAL DAMAGE COVERAGE, is amended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss or Collision coverage are provided under the Business Auto Coverage Form for any "auto" you own, then the Physical Damage coverages provided are extended to "autos": a. You hire, rent or borrow; or b. Your "employee" hires or rents under a written contract or agreement in that "employee's" name, but only if the damage occurs while the vehicle is being used in the conduct of your business, subject to the following limit and deductible: a. The most we will pay for "loss" in any one "accident" or "loss" is the smallest of: (1) $50,000; or (2) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (3) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality, minus a deductible. b. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. c. Subject to the limit, deductible and excess provisions described in this provision, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. d. Subject to a maximum of $1,000 per "accident", we will also cover the actual loss of use of the hired "auto" if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss. e. This coverage extension does not apply to: (1) Any "auto" that is hired, rented or borrowed with a driver; or (2) Any "auto" that is hired, rented or borrowed from your "employee" or any member of your "employee's" household. Coverage provided under this extension is excess over any other collectible insurance available at the time of "loss". 8. TOWING AND LABOR SECTION III - PHYSICAL DAMAGE COVERAGE, Paragraph A.2. Towing, is amended by the addition of the following: We will pay towing and labor costs incurred, up to the limits shown below, each time a covered "auto" classified and rated as a private passenger type, "light truck" or "medium truck" is disabled: a. For private passenger type vehicles, we will pay up to $75 per disablement. b. For "light trucks", we will pay up to $75 per disablement. "Light trucks" are trucks that have a gross vehicle weight (GVW) of 10,000 pounds or less. c. For "medium trucks" , we will pay up to $150 per disablement. "Medium trucks" are trucks that have a gross vehicle weight (GVW) of 10,001 -20,000 pounds. However, the labor must be performed at the place of disablement. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 3 of 7 9. PHYSICAL DAMAGE -ADDITIONAL TRANSPORTATION EXPENSE COVERAGE Paragraph AA.a. Coverage Extensions, Transportation Expenses of SECTION III - PHYSICAL DAMAGE COVERAGE, is amended to provide a limit of $50 per day and a maximum limit of $1,500. 10. RENTAL REIMBURSEMENT SECTION III -PHYSICAL DAMAGE COVERAGE, A. Coverage, is amended by adding the following: a. We will pay up to $75 per day for rental reimbursement expenses incurred by you for the rental of an "auto" because of "accident" or "loss", to an "auto" for which we also pay a "loss" under Comprehensive, Specified Causes of Loss or Collision Coverages. We will pay only for those ex- penses incurred after the first 24 hours following the "accident" or "loss" to the covered "auto." b. Rental Reimbursement requires the rental of a comparable or lessor vehicle, which in many cases may be substantially less than $75 per day, and will only be allowed for the period of time it should take to repair or replace the vehicle with reasonable speed and similar quality, up to a maximum of 30 days. c. We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your tools and equipment from the covered "auto". This limit is excess over any other collectible insurance. d. This coverage does not apply unless you have a business necessity that other "autos" available for your use and operation cannot fill. e. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided under Paragraph 4. Coverage Extension. f. No deductible applies to this coverage. g. The insurance provided under this extension is excess over any other collectible insurance. If this policy also provides Rental Reimbursement Coverage you purchased, the coverage provided by this Enhancement Endorsement is in addition to the coverage you purchased. For the purposes of this endorsement provision, materials and equipment do not include "personal effects" as defined in provision 12.13. 11. EXTRA EXPENSE - BROADENED COVERAGE Under SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, we will pay for the expense of returning a stolen covered "auto" to you. The maximum amount we will pay is $1,000. 12. PERSONAL EFFECTS COVERAGE A. SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, is amended by adding the following: If you have purchased Comprehensive Coverage on this policy for an "auto" you own and that "auto" is stolen, we will pay, without application of a deductible, up to $600 for "personal effects" stolen with the "auto." The insurance provided under this provision is excess over any other collectible insurance. B. SECTION V - DEFINITIONS is amended by adding the following: For the purposes of this provision, "personal effects" mean tangible property that is worn or carried by an "insured." "Personal effects" does not include tools, equipment, jewelry, money or securi- ties. 13. ACCIDENTAL AIRBAG DEPLOYMENT SECTION III -PHYSICAL DAMAGE COVERAGE, B. Exclusions is amended by adding the following: If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion for "loss" relating to mechanical breakdown does not apply to the accidental discharge of an airbag. Any insurance we provide shall be excess over any other collectible insurance or reimbursement by manufacturer's warranty. However, we agree to pay any deductible applicable to the other coverage or warranty. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 4 of 7 14. PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM SECTION III -PHYSICAL DAMAGE COVERAGE, D. Deductible, is amended by adding the following: Any Comprehensive Deductible shown in the Declarations will be reduced by 50% for any "loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global position device and that device was the method of recovery of the vehicle. 15. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, B. Exclusions, Paragraph a. of the exception to exclu- sions 4.c. and 4.d. is deleted and replaced with the following: Exclusions 4.c. and 4.d. do not apply to: a. Electronic equipment that receives or transmits audio, visual or data signals, whether or not de- signed solely for the reproduction of sound, if the equipment is: (1) Permanently installed in the covered "auto" at the time of the "loss" or removable from a housing unit that is permanently installed in the covered "auto"; and (2) Designed to be solely operated by use from the power from the "auto's" electrical system; and (3) Physical damage coverages are provided for the covered "auto". If the "loss" occurs solely to audio, visual or data electronic equipment or accessories used with this equipment, then our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by a$100 deductible. 16. LOAN / LEASE GAP COVERAGE (Not Applicable In New York) A. Paragraph C. Limit Of Insurance of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by adding the following: The most we will pay for a "total loss" to a covered "auto" owned by or leased to you in any one "accident" is the greater of the: 1. Balance due under the terms of the loan or lease to which the damaged covered "auto" is subject at the time of the "loss" less the amount of: a. Overdue payments and financial penalties associated with those payments as of the date of the "loss"; b. Financial penalties imposed under a lease due to high mileage, excessive use or abnormal wear and tear; c. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insur- ance purchased with the loan or lease; d. Transfer or rollover balances from previous loans or leases; e. Final payment due under a "Balloon Loan"; f. The dollar amount of any unrepaired damage which occurred prior to the "total loss" of a covered "auto"; g. Security deposits not refunded by a lessor; h. All refunds payable or paid to you as a result of the early termination of a lease agreement or as a result of the early termination of any warranty or extended service agreement on a covered "auto"; i. Any amount representing taxes; j. Loan or lease termination fees; or 2. The actual cash value of the damage or stolen property as of the time of the "loss". An adjustment for depreciation and physical condition will be made in determining the actual cash value at the time of the "loss". This adjustment is not applicable in Texas. B. Additional Conditions This coverage applies only to the original loan for which the covered "auto" that incurred the "loss" serves as collateral, or lease written on the covered "auto" that incurred the "loss". © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 5 of 7 C. SECTION V -DEFINITIONS is changed by adding the following: As used in this endorsement provision, the following definitions apply: "Total loss" means a 'loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. A "balloon loan" is one with periodic payments that are insufficient to repay the balance over the term of the loan, thereby requiring a large final payment. 17. GLASS REPAIR-WAIVER OF DEDUCTIBLE Paragraph D. Deductible of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: No deductible applies to glass damage if the glass is repaired rather than replaced. 18. PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: The deductible does not apply to 'loss" caused by collision to such covered "auto" of the private passenger type or light weight truck with a gross vehicle weight of 10,000 lbs. or less as defined by the manufacturer as maximum loaded weight the "auto" is designed to carry while it is: a. In the charge of an "insured"; b. Legally parked; and c. Unoccupied. The "loss" must be reported to the police authorities within 24 hours of known damage. The total amount of the damage to the covered "auto" must exceed the deductible shown in the Declarations. This provision does not apply to any "loss" if the covered "auto" is in the charge of any person or organization engaged in the automobile business. 19. TWO OR MORE DEDUCTIBLES Under SECTION III - PHYSICAL DAMAGE COVERAGE, if two or more company policies or coverage forms apply to the same "accident", the following applies to Paragraph D. Deductible: a. If the applicable Business Auto deductible is the smaller (or smallest) deductible, it will be waived; or b. If the applicable Business Auto deductible is not the smaller (or smallest) deductible , it will be reduced by the amount of the smaller (or smallest) deductible; or c. If the "loss" involves two or more Business Auto coverage forms or policies, the smaller (or smallest) deductible will be waived. For the purpose of this endorsement, company means any company that is part of the Liberty Mutual Group. SECTION IV -BUSINESS AUTO CONDITIONS is amended as follows: 20. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV- BUSINESS AUTO CONDITIONS, Paragraph B.2. is amended by adding the following: If you unintentionally fail to disclose any hazards, exposures or material facts existing as of the incep- tion date or renewal date of the Business Auto Coverage Form, the coverage afforded by this policy will not be prejudiced. However, you must report the undisclosed hazard of exposure as soon as practicable after its discovery, and we have the right to collect additional premium for any such hazard or exposure. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 6 of 7 21. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.2.a. is replaced in its entirety by the follow- ing: a. In the event of "accident", claim, "suit" or "loss", you must promptly notify us when it is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) Member, if you are a limited liability company; (4) An executive officer or the "employee" designated by the Named Insured to give such notice, if you are a corporation. To the extent possible, notice to us should include: (a) How, when and where the "accident" or "loss" took place; (b) The "insureds" name and address; and (c) The names and addresses of any injured persons and witnesses. " 22. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.5. Transfer Of Rights Of Recovery Against Others To Us, is amended by the addition of the following: If the person or organization has in a written agreement waived those rights before an "accident" or "loss", our rights are waived also. 23. HIRED AUTO COVERAGE TERRITORY SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph B.7. Policy Period, Coverage Territory, is amended by the addition of the following: f. For "autos" hired 30 days or less, the coverage territory is anywhere in the world, provided that the "insured's" responsibility to pay for damages is determined in a "suit", on the merits, in the United " States, the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extension of coverage does not apply to an "auto" hired, leased, rented or borrowed with a driver. 24. PRIMARY AND NON-CONTRIBUTING IF REQUIRED BY WRITTEN CONTRACT OR WRITTEN AGREE- MENT The following is added to SECTION IV - BUSINESS AUTO CONDITIONS, General Conditions, B.5. Other Insurance and supersedes any provision to the contrary: This Coverage Form's Covered Autos Liability Coverage is primary to and will not seek contribution from any other insurance available to an "insured" under your policy provided that: 1. Such "insured" is a Named Insured under such other insurance; and 2. You have agreed in a written contract or written agreement that this insurance would be primary and would not seek contribution from any other insurance available to such "insured". SECTION V -DEFINITIONS is amended as follows: 25. BODILY INJURY REDEFINED " Under SECTION V -DEFINITIONS, Definition C. is replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including mental anguish, mental injury, shock, fright or death resulting from any of these at any time. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 7 of 7 CA 00 01 03 06 BUSINESS AUTO COVERAGE FORM Various provisions in this policy restrict coverage. SECTION I - COVERED AUTOS Read the entire policy carefully to determine rights, duties and what is and is not covered. ITEM TWO of the Declarations shows the "autos" Throughout this policy the words "you" and that are covered "autos" for each of your cov- " erages. The following numerical symbols de- Declarations. The words "we", "us" and "our" your" refer to the Named Insured shown in the scribe the "autos" that may be covered "autos". The symbols entered next to a coverage on the refer to the Company providing this insurance. Declarations designate the only "autos" that are Other words and phrases that appear in quotation covered "autos". marks have special meaning. Refer to Section V - A. Description Of Covered Auto Designation Definitions. Symbols S mbol Descri tion Of Covered Auto Designation Symbols 1 An "Auto" 2 Owned Only those "autos" you own (and for Liability Coverage any "trailers" "Autos" you don't own while attached to power units you own.) This includes Only those "autos" you acquire ownership of after the Policy begins. 3 Owned Only the private passenger "autos" you own. This includes those private Private passenger "autos" you acquire ownership of after the policy begins. Passenger "Autos" Only 4 Owned Only those "autos" you own that are not of the private passenger type "Autos" Other (and for Liability Coverage any "trailers" you don't own while attached Than Private to power units you own). This includes those "autos" not of the Passenger private passenger type you acquire ownership of after the policy begins. "Autos" Only 5 Owned Only those "autos" you own that are required to have No-Fault benefits "Autos" in the state where they are licensed or principally garaged. This Subject includes those "autos" you acquire ownership of after the policy begins To No-Fault provided they are required to have No-Fault benefits in the state where they are licensed or Principally garaged. 6 Owned Only those "autos" you own that because of the law in the state where "Autos" they are licensed or principally garaged are required to have and Subject cannot reject Uninsured Motorists Coverage. This includes those To A "autos" you acquire ownership of after the policy begins provided Compulsory they are subject to the same state uninsured motorists requirement. Uninsured Motorists Law 7 Specifically Only those "autos" described in Item Three of Declarations for which Described a premium charge is shown (and for Liability Coverage any "trailers" "Autos" you don't own while attached to any gower unit described in Item Three). 8 Hired "Autos" Only those "autos" you lease, hire, rent or borrow. This does not include Only any "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. CA 00 01 03 06 ©ISO Properties, Inc., 2005 Page 1 of 13