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PK18-260 - Original - YMCA - Temp Limited License to Enter Property & Conduct limited Site Preparation Activities - 06/15/2018
KENT Records Management Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submiss1onqi to the City Clerk's Office. All portions are to be completed. If you have questions, please contact the City Clerk's Office at 253-856-5725. ❑ Blue/Motion Sheet Attached ® Pink Sheet Attached Vendor Name: YMCA of Greater Seattle Vendor Number (JDE): Contract Number (City Clerk): Y$- ZyS Category: License Agreement Sub-Category (if applicable): Choose an item. Project Name: YMCA Limited License to Enter for Construction Site Preparation Contract Execution Date: 6/15/2018 Termination Date: TBD Contract Manager: Lynn Osborn/HG Department: Parks Contract Amount: Approval Authority: ❑ Director ® Mayor ❑ City Council Other Details: Limited License to Enter Morrill Meadows & East Hill Parks for site preparation work preliminary to construction of the YMCA building. Division Contract: #PPD18-17 Temporary Limited License to Enter Property and Conduct Limited Site Preparation Activities This Temporary Limited License to Enter Property and Conduct Limited Site Preparation Activities ("License") is entered into between the City of Kent, a Washington municipal corporation ("City"), and The Young Men's Christian Association of Greater Seattle ("YMCA"). RECITALS A. The City is the owner of the real property known as the Morrill Meadows and East Hill Parks. B. The City issued a Request for Proposals ("RFP") under its home rule authority, other statutory authority, and in accordance with the procedures in Chapter 35.42 Revised Code of Washington for the construction of a community facility. The project, as envisioned in the RFP, sought applicants to construct and largely fund a community center facility and related park improvements (the"Project"). The YMCA was the only party to respond to the RFP. Accordingly, the City selected the YMCA and entered into detailed negotiations. C. The parties have agreed that the YMCA will fully fund Project construction and take all risk of cost overruns or delay, plus construct facility and programming amenities that will provide the City's residents extensive community benefits. To facilitate the Project, the parties have been negotiating various agreements as follows: (1) the Quit Claim Deed with Grantee Covenants, Releases and Indemnity (hereinafter Quit Claim Deed"); (2) the Development Agreement Between the City of Kent, Washington and The Young Men's Christian Association of Greater Seattle; (3) the Ground Lease Agreement Between the City of Kent, a Washington municipal corporation as Lessor and The Young Men's Christian Association of Greater Seattle a Washington nonprofit corporation, as Lessee (hereinafter the "Ground Lease"); (4) the Project Lease Agreement between The Young Men's Christian Association of Greater Seattle, a Washington nonprofit corporation, as Landlord and City of Kent, a Washington municipal corporation, as Tenant (hereinafter the "Project Lease"); and (5) the Kent YMCA Operating Agreement. Collectively, these agreements are referred to in this License as the "Agreements." Upon execution of the Agreements, the parties will record the Quit Claim Deed, a Memorandum of Ground Lease, and a Memorandum of Project Lease. These three documents are referred to collectively as the "Recorded Documents." D. The City will transfer, by Quit Claim Deed, one parcel in fee to the YMCA to construct the Kent YMCA, subject to a reversionary interest in favor of the City should the YMCA ever stop operating the facility (once constructed) as a multi-purpose community facility with gymnasium, community meeting rooms, and swimming pool. The City will also lease a portion of the park adjacent to the Kent YMCA under a twenty-year (following the commencement date after initial occupancy) leasehold term pursuant to the Ground Lease to the YMCA for the YMCA to construct adjoining park improvements that will be either impacted or displaced by the Kent YMCA or that complement the Kent YMCA. E. The YMCA will lease back the adjoining park improvement area to the City pursuant to the Project Lease and the City will begin paying rent for the improvements when construction of such improvements is complete. Under this lease-leaseback arrangement, the City will lease the Ground Lease improvements area from the YMCA until the Ground Lease term expires orthe City exercises early termination rights under the Project Lease. Temporary Limited License To Enter Property- Page 1 of 7 1 MCCI nnni n tiFi 1,4-An.,6 F. Throughout Project negotiations and development, the parties have developed, and intend to maintain, a collaborative relationship based on mutual trust, respect, honesty, and commitment. G. While the City and the YMCA have reached agreement on the terms of the Agreements that will facilitate the sale, lease, and lease-back of property and the construction of the Project, closing of the transaction will not occur for a number of days. H. Due to the strict deadlines for occupancy of the Kent YMCA, and the detriments caused by any delay in the commencement of site preparation for construction, the parties have agreed that the YMCA shall be permitted to enter the Property(as defined below) pursuant to this License in order to engage in site preparation activities, subject to the terms, conditions, and limitations of this License. LICENSE A. "Property" Defined: For the purposes of this License, the term "Property" shall be defined as the property subject to the Quit Claim Deed and the property subject to the Ground Lease as described in Exhibits A and B attached hereto. B. Limited License: The YMCA shall have a temporary and limited license ("License") to enter onto the Property to conduct the following activities: 1. Site preparation work; 2. Erosion control work; 3. Staging of equipment; 4. Marking property and areas for the facilitation of construction; 5. Erecting fencing and other safety barriers; 6. Limited grading; 7. Other work as permitted, in writing, by Park's Director Julie Parascondola C. Conditions of Limited License: This license shall be subject to the following conditions: 1. Commencement of License: The License granted herein shall commence upon the Parks Director, Julie Parascondola, providing written notice of the commencement of the License to Nathan Phillips of the YMCA. The YMCA, and its general contractor or subcontractors, shall not enter the property or engage in any of the activities permitted by this License prior to receipt of the written notice of the commencement of the License. 2. Automatic Termination: This License shall terminate automatically upon the execution by all parties of the Agreements and the proper recording of Recorded Documents. 3. Termination at Discretion of City: The City may terminate this License at its sole discretion at any time prior to the Automatic Termination. Examples of reasons for termination include, but are in no way limited to, the failure of the YMCA or City to timely execute the Temporary Limited License To Enter Property-Page 2 of 7 1nrAQ Onrl4 hf11rin4rnh Agreements, or properly record the Recorded Documents; the failure of the YMCA or its general contractor or subcontractors to follow the terms of the License; or the YMCA's or its general contractor's or subcontractors' exceedance of the scope of the License,etc. 4. Activities at Sole Cost and Risk of YMCA:The YMCA shall be solely responsible for all costs and risks associated with any and all activities or work performed by the YMCA or its general contractor or subcontractors on the Property. The YMCA recognizes that the License provided herein is limited,and that the YMCA will not have any ownership interest in any Property until the Agreements are executed and Recorded Documents are properly recorded. As a result, in the event the License is terminated at the discretion of the City, the YMCA shall bear all costs associated with the termination. S. Return of Property to Original State Upon Discretionary Termination: In the event the License is terminated at the discretion of the City, the YMCA shall, at its sole cost, be required to vacate, and cause its contractors and subcontractors to vacate, the Property immediately, and shall cause the Property to be returned to its original state to the satisfaction of the City. In the event the YMCA does not cause the vacation of the Property or cause the Property to be returned to its original state to the satisfaction of the City, the City may cause the vacation to occur and may take measures to return the Property to its original state. In such event,the YMCA shall be responsible for payment to the City of all costs expended by the City in vacation and restoration of the Property to its original state within thirty (30) days of invoice. For the purposes of this section, "original state" shall mean the state of the property as it existed on the date of the commencement of this License. 6. Insurance:The YMCA and its contractor shall procure and maintain insurance of the types and in the amounts as required by Exhibit C attached hereto and shall name the City as an additional insured. 7. Indemnification and Defense: The YMCA shall indemnify, defend and hold the City harmless from any and all claims or causes of action related to any activities of the YMCA or its general contractor or subcontractors that are conducted pursuant to, or related in any way to, the activities of the YMCA or its general contractor or subcontractors related to this License. This requirement to defend, indemnify and hold harmless shall survive termination of the License, be all encompassing, and shall apply regardless of who files the claim or cause of action, why it is filed the type of claim or cause of action, or the venue or place in which it is filed;provided,this indemnification and defense requirement shall not apply in the event of the sole negligence of the City. Temporary Limited License To Enter Property- Page 3 of 7 10069 00014 hf11da40nh 8. Guarantee: The YMCA agrees and ensures that all activities conducted pursuant to this License will be conducted pursuant to and consistent with any permit requirements, the requirements of the Agreements, and the laws and regulations of the United States, the State of Washington, and the City. This License shall in no way relieve the YMCA or its contractors or subcontractors of the requirement to procure permits for any required activity on the Property. 9. License Not Exclusive: During the term of this License, the City shall be permitted to enter the Property and shall be permitted to grant similar licenses to third parties to enter the Property. 10. Records of Activities: During the term of this License,the YMCA and its general contractor and subcontractors shall keep a record of all activities performed on the Property, and shall provide records to the City upon request. 11. Mechanics Liens. The YMCA shall maintain the Property free from any liens arising out of any work performed, materials ordered or obligations incurred by the YMCA. No work performed by, through, under or for the YMCA pursuant to this License shall be deemed to be for the immediate use or benefit of the City to the end that no mechanic's or other liens shall be allowed against the estate of the City by reason of any consent given by the City to the YMCA to improve the Property. The YMCA shall indemnify and hold the City harmless from any liability for losses or damages resulting directly or indirectly from any such liens or lien claims. If any such lien or lien claim is filed against the Property, within thirty(30) days following the date of filing, the YMCA shall either(i) cause the same to be discharged or (ii) furnish to the City a bond in form and amount and issued by a surety satisfactory to the City, indemnifying the City against all liability, costs and expenses, including but not limited to attorneys'fees,which the City may incur,directly or indirectly, as a result thereof and the City's reasonable administrative costs and expenses. If the YMCA shall fail to cause such lien forthwith to be discharged of record or bonded, then, in addition to any other right or remedy of the City, the City may bond or discharge the same by paying the amount claimed to be due, and the amount so paid by the City, including reasonable attorneys'fees incurred by the City in defending against such lien or in procuring its discharge of record, shall be due and payable by the YMCA within thirty (30) days. D. Miscellaneous. Temporary Limited License To Enter Property - Page 4 of 7 1 mri4 fnom 4 hr1 1 rin4llnh 1. Modifications. This License may only be modified by mutual, written agreement, signed by both parties. 2. Entire Agreement:This License(and the exhibits referred to in this License)constitute the entire agreement between the parties with respect to the subject matter of this License and may be amended only in writing signed by both parties. 3. Waiver. Any waiver by either of the parties of any breach of any covenant under this License shall not be deemed or considered as a continuing waiver, and shall not operate to bar or prevent the damaged party from declaring a forfeiture for any succeeding breach, either of the same condition or covenant or otherwise. 4. Neutral Authorship. In connection with the execution and delivery of this License, each party has been represented by counsel. Each of the provisions of this License has been reviewed and negotiated,and represents the combined work product of both parties. No presumption or other rules of construction which would interpret the provisions of this License in favor of or against the party preparing the same shall be applicable in connection with the construction or interpretation of any of the provisions of this License. 5. Relationship of Parties. The YMCA and City shall not be construed as joint venturers or general partners, and neither shall have the power to bind or obligate the other party. Nothing in this License shall be construed as reserving to the City the right to control the YMCA's business. Nothing contained in this License shall be construed as granting or conveying to the YMCA any interest in or possession of or to the Land, or any portion of the Land except to the extent of this License. 6. No Third Party Rights. The provisions of this License are intended solely for the benefit of, and may only be enforced by the parties. None of the rights or obligations of the parties under this License, whether set forth or implied, is intended to confer any claim, cause of action, remedy, defense, legal justification, indemnity, contribution claim, set- off, or other right whatsoever upon or otherwise for the benefit of any Contractor, Architect, subcontractor, worker, supplier, mechanic, architect, insurer, surety, guest, member of the public, or other third parties having dealings with either of the parties. 7. Assignment; Encumbrance or Pledge. Neither this License nor any rights or duties under this License nor any benefits derived from this License may be assigned, delegated, pledged or encumbered to any other person or entity by the YMCA. 8. Notices. Any notices or other communications required or permitted by this License or by law to be served on, given to, or delivered to either party by the other party, shall be Temporary Limited License To Enter Property- Page 5 of 7 1 nnra nnni a nfi in writing and shall be deemed duly served,given,or delivered when personally delivered to the party to whom it is addressed or in lieu of such personal service, three (3) days after it is deposited in the United States mail, first-class postage prepaid, certified or registered, return receipt requested, addressed as follows, or sent via e-mail, or sent via facsimile transmission with received invoice followed by a "hard copy' mailed, regular mail, within one (1) business day to the fax number listed as follows: City: City of Kent Attention: Parks, Recreation and Community Services Director 220 fourth Ave S. Kent, WA 98032 Developer: YMCA of Greater Seattle Attention: SKC Regional Vice President 900 4t"Avenue Seattle, WA 98104 9. Governing Law; Venue. This Agreement and all provisions of this Agreement shall be interpreted in accordance with the laws of the State of Washington in effect on the date of execution of this Agreement. The Superior Court of King County, State of Washington shall have exclusive jurisdiction and venue over any legal action arising under this Agreement. Temporary Limited License To Enter Property- Page 6 of 7 i nnro nnnI A hs,I A,nn.k CITY: THE CITY OF KENT a Washington municipal corporation By: Name: Dana Ralph Its: Mayor Date: Q—D �LJ ATTEST: tiw�. Kent City Clerk YMCA: THE YOUNG MEN'S CHRISTIAN ASSOCIATION OF GREATER SEATTLE a Washington nonprofit corporation t By: Name: Robert B. Gilbertson,Jr. Its: President/CEO Date: Temporary Limited License To Enter Property- Page 7 of 7 EXHIBIT "A" CONSTRUCTION LIMITS DESCRIPTION PARCEL DESCRIPTION: LOTS 25, 26 AND 27, R.O SMITH'S ORCHARD TRACTS ADDITION TO KENT, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 12 OF PLATS, PAGE 27, RECORDS OF KING COUNTY, WASHINGTON, EXCEPT THAT PORTION OF SAID LOT 27, DESCRIBED AS FOLLOWS. BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 27, THENCE SOUTH 89'1725" EAST ALONG THE NORTH LINE OF SAID LOT 27, FOR A DISTANCE OF 14.08 FEET; THENCE SOUTH 3030'06" EAST ALONG AN EXISTING FENCE FOR A DISTANCE OF 126.34 FEET; THENCE NORTH 89°17'25"WEST FOR A DISTANCE OF 24.05 FEET TO THE WEST LINE OF SAID LOT 27; THENCE NORTH 01°01'23" EAST ALONG SAID WEST LINE FOR A DISTANCE OF 126.00 FEET TO THE POINT OF BEGINNING; EXCEPT THE SOUTH 1.5 FEET THEREOF CONVEYED IN DEED UNDER RECORDING NO. 9809303437; TOGETHER WITH THAT PORTION OF 108TH AVENUE SOUTHEAST, AS VACATED BY CITY OF KENT ORDINANCE NO 3766, UNDER RECORDING NO. 20060110000426, BEING THE EAST 30,00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 22 NORTH, RANGE 5 EAST, W.M., IN KING COUNTY, WASHINGTON, EXCEPT THAT PORTION LYING WITH WITHIN SOUTHEAST 248TH STREET; TOGETHER WITH THAT PORTION OF SOUTH HALF OF THE SOUTH HALF OF THE NORTHEAST QUARTER OF SECTION 20, TOWNSHIP 22 NORTH, RANGE 5 EAST, W.M., IN KING COUNTY, WASHINGTON, LYING WEST OF THE FOLLOWING DESCRIBED LINE, COMMENCING AT THE SOUTHEAST CORNER OF SAID NORTHEAST QUARTER, THENCE NORTH 89'17'11"WEST ALONG THE SOUTH LINE OF SAID NORTHEAST QUARTER, A DISTANCE OF 1919.02 FEET; THENCE NORTH 00°26'03" EAST,A DISTANCE OF 30.00 FEET, TO THE NORTH MARGIN OF SOUTHEAST 248TH STREET AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00026'03" EAST,ALONG AN EXISTING FENCE, A DISTANCE OF 629.08 FEET, TO THE NORTH LINE OF SAID SOUTH HALF OF THE SOUTH HALF. AND EXCEPT THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER AND THAT PORTION OF 108TH AVENUE SOUTHEAST, AS VACATED BY CITY OF KENT ORDINANCE NO. 3766, UNDER RECORDING NO. 20060110000426 IN THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER ALL IN SECTION 20, TOWNSHIP 22 NORTH, RANGE 5 EAST, W.M.AND OF LOT 25 OF R. O. SMITH'S ORCHARD TRACTS ADDITION TO KENT AS RECORDED IN VOLUME 12 OF PLATS, PAGE 27, IN KING COUNTY RECORDS MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 20, TOWNSHIP 22 NORTH, RANGE 5 EAST, W.M.; THENCE NORTH 88°43'15"WEST,ALONG THE SOUTH LINE OF THE NORTH HALF OF SAID SECTION 20, A DISTANCE OF 2355.69 FEET; THENCE NORTH 1°16'45" EAST, PERPENDICULAR TO SAID SOUTH LINE, 30.00 FEET TO THE NORTH MARGIN OF SOUTHEAST 248TH STREET, AND THE POINT OF BEGINNING; THENCE, CONTINUING, NORTH 1°16'45" EAST, 323.00 FEET TO THE NORTH LINE OF THE SOUTH 353.00 FEET OF THE NORTH HALF OF SECTION 20; THENCE NORTH 88"43'15"WEST,ALONG SAID NORTH LINE, 297.28 FEET; THENCE SOUTH 1'16'45" WEST, PERPENDICULAR TO SAID SOUTH LINE, 213.00 FEET, TO THE NORTH LINE OF THE SOUTH 140 FEET OF THE NORTH HALF OF SECTION 20; THENCE SOUTH 88043'15" EAST,ALONG SAID NORTH LINE, 252.28 FEET; THENCE SOUTH 1°16'45" WEST, PERPENDICULAR TO SAID SOUTH LINE, 110.00 FEET, TO THE NORTH MARGIN OF SOUTHEAST 248TH STREET, THENCE SOUTH 88'43'15" EAST ALONG SAID NORTH MARGIN 45.00 FEET TO THE POINT OF BEGINNING. SITUATE IN THE CITY OF KENT, KING COUNTY, WASHINGTON. CONSTRUCTION LIMITS DESCRIPTION; THAT PORTION OF THE ABOVE DESCRIBED PARCEL LYING EAST OF THE FOLLOWING DESCRIBED LINE: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 20, THENCE N88°43'15"W ALONG THE SOUTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION 1919.02 FEET, THENCE LEAVING SAID SOUTH LINE N00°59'59"E, 30.00 FEET TO THE SOUTHEAST CORNER OF THE ABOVE DESCRIBED PARCEL AND NORTH RIGHT OF WAY LINE OF SOUTHEAST 248TH STREET, AND THE TRUE POINT OF BEGINNING; THENCE N88'43'15"W ALONG THE SOUTH LINE OF SAID PARCEL AND NORTH RIGHT OF WAY LINE, 709.24 FEET; THENCE N01°53'30"E, 1.50 FEET, THENCE N88°43'15"W, 98.04 FEET, THENCE LEAVING SAID SOUTH LINE N13°02'18"E, 58.74 FEET; THENCE N64°33'29"W, 70.29 FEET; THENCE S89°52'14"W, 235.82 FEET, THENCE N80°59'14"W, 155.87 FEET; THENCE N09°00'46"E, 20.00 FEET, THENCE N71°57'49"E, 256.71 FEET; THENCE S34°27'34"E, 89.26 FEET; THENCE S87°56'17"E, 118.54 FEET, THENCE N70°40'05"E, 44.20 FEET; THENCE N07°28'12"E, 202.72 FEET, THENCE N64°30'41"W, 71.36 FEET; THENCE N32°48'10"E, 80.77 FEET, THENCE N61°14'38"E, 78.32 FEET; THENCE N17°29'18"E, 147.42 FEET TO AN INTERSECTION WITH THE NORTH LINE OF THE SOUTH HALF OF THE SOUTH HALF OF THE NORTHEAST QUARTER OF SAID SECTION 20 AND THE TERMINUS. SAID INTERSECTION BEARS N88°43'50"W, 681.60 FEET FROM THE NORTHEAST CORNER OF SAID PARCEL, CONTAINING 447,958 SQUARE FEET MORE OR LESS June 11, 2018 RWA m x "'� 32d29 s��AL LAN4 EXHIBIT B NORTH LINE S1/2, S1/2, HISTORIC LOT CD NE1/4, SEC 20 LINESF I I IN S88'43'50"E 681.60'' —7ORCHARD TRACTS HISTORIC LOT ADDITION �b // LINES V0L12 PG 7 000, 1"=300' v�/ N 26 25 � cO 74 /L20 L11 _ Lc') o / ���� ; L22 L18 � TPOB J r►-L-L.L1.11� L7 L6 CS N L25 � L1 —1919.02' L4 _ SE 248TH ST n N88'43'15"W L2 L24 I 2355.69' POINT OF COMMENCEMENT AE 1/4 SECTION 20 LINE TABLE LINE TABLE LINE TABLE LINE # BEARING LENGTH LINE # BEARING LENGTH LINE # BEARING LENGTH L1 N88'43'15"W 709.24' L10 S34'27'34"E 89.26' L19 S1*16'45"W 323.00' L2 N1'53'30"E 1.50' L11 S87'56'17"E 118.54' L20 S88'43'15"E 297.28' L3 N88'43'15"W 98.04' L12 N70'40'05"E 44.20' L21 S1*16'45"W 213.00' L4 N13'02'18"E 58.74' L13 N7'28'12"E 202.72' L22 S88'43'15"E 252.28' L5 N64'33'29"W 70.29' L14 N64'30'41"W 71.36' L23 S1'08'18"W 110.00' L6 S89'52'14"W 235.82' L15 N32'48'10"E 80.77' L24 S88'43'15"E 45.00' L7 N80'59'14"W 155.87' L16 N61*14'38"E 78.32' L25 NO'59'59"E 30.00' L8 N9'00'46"E 20.00' L17 N17'29'18"E 147.42' L9 N71*57'49"E 256.71' L18 S1*16'45"W 30.00' 11255 Kirkland Way,Suite 300 Kirkland,WA 98033 CONSTRUCTION E p.425.827.2014 f 425.827.5043 AREA ..................................................... Civil Structural I Planning I Survey An Engineering Services Company paceengrs.com SCALE: 1"=300' FILE:14661 A-CONSTRUCTION LIMIT.DWG DATE:06 14 18 JFS PROJ. NO.: 16441A EXHIBIT C INSURANCE REQUIREMENTS FOR TEMPORARY LIMITED LICENSE TO ENTER i PROPERTY Insurance I YMCA shall procure and maintain, and cause its general contractor to procure and maintain, for the duration of the Temporary Limited License, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the YMCA's and general contractors activities on and use of City of Kent property. Whenever insurance requirements for the YMCA are set forth below, those same requirements shall apply to the YMCA's general contractor. A. Minimum Scope of Insurance I YMCA shall obtain insurance of the types described below: 1. Commerciai General Liability insurance shall be written on Insurance Services Office (ISO) occurrence form at least as broad as CG 00 01 and shall cover premises liability, contractual liability, products-completed operations liability, and independent contractors liability. The City of Kent shall be named as an Additional Insured on YMCA's Commercial General Liability insurance policy using a form at least as broad as ISO Form CG 20 11 (Managers or Lessors of Premises) or equivalent. 2. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. B. Minimum Amounts of Insurance YMCA shall maintain the following insurance limits: 1. Commercial General Liability_ insurance shall be written with limits no less than $5,000,000 each occurrence, $5,000,000 general aggregate. 2, Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $5,000,000 per accident. 3. Umbrella Liability Insurance (over primary) or excess policy may be used to comply with limits or other primary coverage requirements. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: EXHIBIT,,b Continued 1. YMCA's insurance coverage shall be primary insurance with respect to the City. Any Insurance or self-insurance coverage maintained by the City shall be excess of the YMCA's insurance and shall not contribute with it. 2. YMCA is contractually obligated to provide at least 30 days prior notice to City in the event of cancellation of any coverage related to this contract. 3. YMCA's insurance coverage shall be written on an Occurrence basis only. Claims made coverage is not acceptable. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A- VII. E. Verification of Coverage YMCA shall furnish the City with original certificates and a copy of the additional insured endorsement, evidencing the insurance requirements of the YMCA. City of Kent shall be named as an Additional Insured. F. Contractors YMCA agrees to ensure all Contractors, sub-Contractors, Consultants or other parties utilized by YMCA to perform work on City of Kent property are fully insured to the extent of coverage specified in this agreement. G. Waiver of Subrogation YMCA and City of Kent hereby release and discharge each other from all claims, losses and liabilities arising from or caused by any hazard covered by property insurance on or in connection with the Premises or YMCA's improvements. This release shall apply only to the extent that such claim, loss or liability is covered by insurance. H. City of Ke is Property Insurance City of Kent shall purchase and maintain during the term of the lease, all-risk property insurance covering all applicable city of Kent property. ACOR® CERTIFICATE OF LIABILITY INSURANCE DAT6/11/2018 Y) ��. O6/1,/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Parker,Smith&Feek,Inc. PHONN Ext:425-709-3600 AX No):425-709-7460 2233 112th Avenue NE E-MAIL Bellevue,WA 98004 ADDRESS: INSURER 9 AFFORDING COVERAGE NAIC 0 INSURERA: Liberty Mutual Fire Insurance Company INSURED J.R.Abbott Construction Inc. INSURER B: Liberty Insurance Corporation --- 3408 1 st Ave South,Suite 101 INSURER C: Seattle,WA 98134 INSURER 0: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY 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 TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MM/DD/YYYY MM/DD A GENERAL LIABILITY TB2Z91459332028 6/1/2018 6/1/2019 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY E T NT�D 300,000 X X PRREMIEMIAMA SES Ea occurrence $ CLAIMS-MADE a OCCUR MED EXP(Any one person) $ 5,000 X $25,000 BI/PD Deductible PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 POLICY X PE CT X LOC $ A AUTOMOBILE LIABILITY AS2Z91459332038 6/1/2018 6/1/2019 11 EaMBINd�nDisINGLE LIMIT 11000,000 X ANY AUTO X X BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) $ HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident B UMBRELLA LIAB X OCCUR j TH7Z91459332048 5,000,000 6/1/2018 6/1/2019 EACH OCCURRENCE $ X EXCESS LIAB CLAIMS-MADE X X AGGREGATE $ 5,000,000 DED I X I RETENTION$ 0 $ B WORKERS COMPENSATION WC7Z91459332018 TWRYrATu- X 0ETH_R iAND EMPLOYERS'LIABILITY YIN 6/1/2018 6/1/2019 1,0GD,D00 **INCLUDES WA STOP GAP ANY PROPRIETOR/PARTNER/EXECUTIVE 'E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ I DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(Attach ACORD 101,Additional Remarks Schedule,it more space is required) JRA Job No 68052-Kent East Hill YMCA ROW(SE 248th Street Improvements)at 107th Ave SW to 110th Court SE Kent,WA.YMCA of Greater Seattle,the Architect,and the Architect's consultants,The City of Kent,its elected and/or appointed officials,its officers,employees,agents,volunteers and representatives are included as Additional Insureds and coverage is primary noncontributory on the General Liability,Auto,and Excess liability policies per the attached endorsements.Waiver of Subrogation applies on the General Liability,Auto,and Excess liability policies per the attached endorsements.CANCELS AND REPLACES PREVIOUSLY ISSUED CERTIFICATE. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. YMCA of Greater Seattle 909 4th Ave AUTHORIZED REPRESENTATIVE Seattle,WA 98104 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD of 13 SPC ID:Caused-13 (VKT00) POLICY NUMBER: AS2Z91459332038 COMMERCIAL AUTO CA20481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name Of Person(s) Or Organization(s): Any person or organization whom you agreed in writing to add as an additional insured, but only for the coverage and minimum limits of insurance required by the written agreement and in no event to exceed the scope of coverage or the limits of insurance provided in this policy Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 2 of 13 SPC ID: Caused- 13 (VKT00) 4. Loss Payment-Physical Damage Coverages 5. Other Insurance At our option,we may: a. For any covered "auto" you own, this a. Pay for, repair or replace damaged or stolen Coverage Form provides primary insurance. property; For any covered "auto" you don't own, the insurance provided by this Coverage Form is b. Return the stolen property, at our expense. excess over any other collectible insurance. We will pay for any damage that results to the However, white a covered "auto" which is a "auto"from the theft;or "trailer" is connected to another vehicle, the c. Take all or any part of the damaged or stolen Covered Autos Liability Coverage this property at an agreed or appraised value. Coverage Form provides for the"trailer"is: if we pay for the "loss", our payment will include (1) Excess while it is connected to a motor the applicable sales tax for the damaged or stolen vehicle you do not own;or property. (2) Primary while it is connected to a covered S. Transfer Of Rights Of Recovery Against "auto"you own. Others To Us b. For Hired Auto Physical Damage Coverage, If any person or organization to or for whom we any covered "auto" you lease, hire, rent or make payment under this Coverage Form has borrow is deemed to be a covered"auto"you rights to recover damages from another, those own. However, any "auto" that is leased, rights are transferred to us. That person or hired,rented or borrowed with a driver is not a organization must do everything necessary to covered"auto." secure our rights and must do nothing after c. Regardless of the provisions of Paragraph a. "accident"or"loss"to impair them. above, this Coverage Form's Covered Autos B. General Conditions Liability Coverage is primary for any liability 1. Bankruptcy assumed under an"insured contract." Bankruptcy or insolvency of the "insured" or the d. When this Coverage Form and any other "insured's" estate will not relieve us of any Coverage Form or policy covers on the same obligations under this Coverage Form. basis, either excess or primary, we will pay only our share. Our share is the proportion 2. Concealment,Misrepresentation Or Fraud that the Limit of Insurance of our Coverage This Coverage Form is void in any case of fraud Form bears to the total of the limits of all the by you at any time as it relates to this Coverage Coverage Forms and policies covering on the Form. It is also void if you or any other"insured", same basis. at any time, intentionally conceals or 6. Premium Audit misrepresents a material fact concerning' a. The estimated premium for this Coverage 9 a. This Coverage Form; Form is based on the exposures you told us b. The covered"auto"; you would have when this policy began. We s c. Your interest in the covered"auto";or will compute the final premium due when we s determine your actual exposures. The d. A claim under this Coverage Form. estimated total premium will be credited 3. Liberalization against the final premium due and the first I Named Insured will be billed for the balance,if f we revise this Coverage Form to provide more any. The due date for the final premium or coverage without additional premium charge retrospective premium is the date shown as Your policy will automatically provide the the due date on the bill. If the estimated total additional coverage as of the day the revision is premium exceeds the final premium due. the effective in your state_ first Named insured will get a refund. 4. No Benefit To Bailee-Physical Damage b. If this policy is issued for more than one year, Coverages the premium for this Coverage Form will be We will not recognize any assignment or grant computed annually based on our rates or an far the benefit of an — Y coverage 9 y person or premiums in effect at the beginning of each organization holding, storing or transporting year of the policy. property for a fee regardless of any other provision of this Coverage Form. CA 00 01 10 13 Copyright, Insurance Services Office,inc.,2011 Page 9 of 12 Policy Number Issued by A. Coverage 1. Paragraph B.7. of SECTION IV- BUSINESS AUTO CONDITIONS is amended by the addition of the following: The coverage territory is extended to include Mexico but only if all of the following criteria are met: a. The"accidents"or"loss"occurs within 25 miles of the United States border; and b. While on a trip into Mexico for 10 days or less. 2. For coverage provided by this section of the endorsement, Paragraph B.5. Other Insurance in SECTION IV- BUSINESS AUTO CONDITIONS is replaced by the following: The insurance provided by this endorsement will be excess over any other collectible insurance. B. Physical Damage Coverage is amended by the addition of the following: If a "loss" to a covered "auto" occurs in Mexico, we will pay for such 'loss" in the United States. If the covered "auto" must be repaired in Mexico in order to be driven, we will not pay more than the actual cash value of such "loss"at the nearest United States point where the repairs can be made. C. Additional Exclusions The following additional exclusions are added.- This insurance does not apply: 1. If the covered "auto" is not principally garaged and principally used in the United States. 2. To any"insured"who is not a resident of the United States. XXIII. WAIVER OF SUBROGATION Paragraph A.5. in SECTION IV - BUSINESS AUTO CONDITIONS does not apply to any person or organization where the Named Insured has agreed, by written contract executed prior to the date of "accident", to waive rights of recovery against such person or organization. AC 84 07 07 13 ©2013 Liberty Mutual Insurance.All rights reserved. Page 10 of 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 4 of 13 SPC ID:Caused-13 (VKT00) POLICY NUMBER: TB2Z91459332028 COMMERCIAL GENERAL LIABILITY CG20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations Any person or organization whom you become All locations as required by a written contract or obligated to include as an additional insured as a agreement or permit entered into prior to a loss result of any written contract or agreement or permit occurring you have entered into prior to a loss occurring, provided no other specific additional insured endorsements apply to such additional insured under this policy. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to 2. If coverage provided to the additional insured is include as an additional insured the person(s) or required by a contract or agreement, the organization(s) shown in the Schedule, but only insurance afforded to such additional insured with respect to liability for "bodily injury", "property will not be broader than that which you are damage" or "personal and advertising injury" required by the contract or agreement to caused, in whole or in part, by: provide for such additional insured. 1. Your acts or omissions, or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and CG 20 10 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 2 5 of 13 SPC ID:Caused- 13 (VKTOO) B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage"occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 10 04 13 6 of 13 SPC ID:Caused- 13 (VKT00) POLICY NUMBER: TB2Z91459332028 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization whom you become All locations as required by a written contract or obligated to include as an additional insured as a agreement or permit entered into prior to a loss result of any written contract or agreement or occurring permit you have entered into prior to a loss occurring, provided no other specific additional insured endorsements apply to such additional insured under this policy._ Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section 11 — Who Is An Insured is amended to 2. If coverage provided to the additional insured is include as an additional insured the person(s) or required by a contract or agreement, the organization(s) shown in the Schedule, but only insurance afforded to such additional insured will with respect to liability for "bodily injury" or not be broader than that which you are required "property damage" caused, in whole or in part, by by the contract or agreement to provide for such "your work" at the location designated and additional insured. described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and CG 20 37 04 13 C Insurance Services Office, Inc., 2012 Page 1 7 of 113 SPC ID:Caused- 13 (VKT00) f COMMERCIAL GENERAL LIABILITY CG20010413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIA131LITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the This insurance is primary to and will not seek additional insured. contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 04 13 0 Insurance Services Office, Inc.,2012 Page 1 of 1 POLICY NUMBER: TB2Z91459332028 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: As required by written contract or agreement entered into prior to loss The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard." This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 Copyright, Insurance Services Office, Inc., 2008 Page 1 of 1 9 of 13 SPC ID:Caused- 13 (VKT00) (ii) Conduct and control the defense of the indemnitee in such"suit". So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of SECTION I — COVERAGES, such payments will not be deemed to be damages for 'bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when we have used up the applicable limit of insurance in the payment of judgments, or settlements, or the conditions set forth above, or the terms of the agreement described in Paragraph(6)above, are no longer met. SECTION II—WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture, or limited liability company, you are an insured. Your"executive officers"and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with resped to their duties as trustees. 2. Each of the following is also an insured: a. Your "volunteer workers" but only while performing duties related to the conduct of your business, your"employees", other than either your"executive officers"(if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or"volunteer workers"are insureds for: (1) "Bodily injury" or"personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" in the course of his or her employment or performing duties related to the conduct of your business or to your other"volunteer workers"while performing duties related to the conduct of your business: (b) To the spouse, child, parent, brother or sister of that co-"employee" or"volunteer worker" LCU 00 01 11 1 o C 2010 Liberty Mutual Group of Companies. All rights Page 15 of 30 reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. as a consequence of Paragraph(1)(a)above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs(1)(a)or(b)above; (d) Arising out of his or her providing or failing to provide professional health care services; or (e) Arising out of practicing for, or participating in, any sports or athletic contest or exhibition that you sponsor, unless the "employee" or "volunteer worker" is an insured for the "bodily injury"or"personal and advertising injury"on "underlying insurance". (2) "Property damage"to property.- (a) Owned, occupied, used by, (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member(if you are a limited liability company). (3) "Bodily injury", "property damage" or "personal and advertising Injury" arising out of the ownership, maintenance or use of an "auto", except as provided in Paragraph f.below. b. Any person (other than your "employee") or any organization while acting as your real estate manager, but this does not apply with respect to the use of any vehicle owned by such person or organization. c. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) until your legal representative has been appointed. d. Your legal representative, if you die, but only with respect to duties as such. That representative will have all your rights and duties under this policy. e. Any person or organization included as an additional insured under "underlying insurance", but not for broader coverage than is provided by the "underlying insurance When coverage provided to an additional insured is required by a contract or agreement, the most we will pay on behalf of that additional insured is the minimum amount of insurance required by the contract or agreement, less any amounts payable by any"underlying insurance"or otherwise retained. f. Any person while using with your permission a "covered auto' for which insurance is provided to you under this policy and any person or organization legally responsible for its use, but only if that person is an insured with respect to liability arising out of the ownership, maintenance, use or entrustment to others of"covered autos"on"underlying insurance". 3. Any organization you newly acquire or form, other than a partnership, joint venture, or limited liability company, and over which you maintain ownership or majority interest, will qualify as a Named Insured under this policy if there is no other similar insurance available to that organization and that organization is a Named Insured under"underlying insurance". However: LCU 00 01 11 10 C 2010 Liberty Mutual Group of Companies. All rights Page 16 of 30 reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number: T147z91459332048 Endorsement#: Issued by: LIBERTY INSURANCE CORPORATION End. Eff. Date: 06/01/2018 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ iT CAREFULLY. OTHER INSURANCE REDEFINED This endorsement modes insurance provided under the following: COMMERCIAL LIABILITY-UMBRELLA COVERAGE FORM Definition 16. of SECTION V-DEFINITIONS is replaced by the following:. 16. "Other insurance"means: a. Any valid and collectible insurance (except "underlying insurance') that insures any insured. even if the coverage is unavailable or uncolleclible as a consequence of a breach, by any insured under this policy, of terms or conditions of that insurance. This includes any insurance whether primary, excess, umbrella, contingent or on any other basis. available to the insured covering liability for damages arising out of the premises or operations, or the products and completed operations, for which the insured has been added as an additional insured to any policy, and any other insurance for that portion of any toss for which the insured has other valid and collectible insurance as an additional insured on a liability insurance policy issued to a subcontractor of the insured: plus i b. Any amount retained under an established self-insurance program that is not"underlying insurance". "Other insurance"does not include: a. Any insurance specifically written as excess over this policy;and b. Insurance issued to or on behalf of an additional insured on this policy if you have agreed in writing that your umbrella or excess liability insurance will respond before any liability insurance policy issued to or on behalf of that additional insured, and we will not seek contribution from that insurance. LCU 29 08 11 10 ®2010 Liberty Mutual Group of Companies. All rights Page 1 of 1 reserved. Includes copyrighted material of Insurance Services Office, inc., with its permission. Policy Number: TH7Z91459332048 Endorsement#: Issued by: LIBERTY INSURANCE CORPORATION End. Eff. Date: 06/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL LIABILITY—UMBRELLA COVERAGE FORM SCHEDULE Person or Organization: All persons and/or organizations that are required by written contract or agreement, executed prior to the accident or loss, that waiver of subrogation be provided under this policy. The following is added to Paragraph 9.a. of SECTION IV—CONDITIONS: We waive any right of recovery we may have against the person or organization listed in the Schedule because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization listed in the Schedule. LCU 24 07 11 10 ©2010 Liberty Mutual Group of Companies. All rights Page 1 of 1 reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 13 of 13 SPC ID: Caused- 13 (VKT00)