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HomeMy WebLinkAboutCAG2019-436 - Amendment - #1 - Farallon Consulting, LLC - Mill Creek Reestablishment Subsurface Investigation at Matelich Property - 11/04/2019 Agreement Routing Form i 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 Melissa Dahl Department. Public Works Date Sent: 11/5/19 Date Required: 11/7/19 i� c Authorized Director or Designee Date of 0. to Sign: Council N/A Ic. Mayor Approval. Budget D20086 Grant? Yes ❑✓ No Account Number: Type: N/A Vendor Name: Farallon Consulting, LLC Category: Contract = Vendor Sub-Category 0 Number: 2075987 g y Amendment Project E Name: Mill Creek Reestablishment-Matelich Property 0 C Project C Details: Perform additional laboratory analysis of soil samples. c 40 E Agreement 1 302 Basis for y Amount: Selection of y Contractor: 0 NIX Start Date: 11/4/19 Termination Date: 12/30/19 Notice required prior to disclosure? Yes No Contract Number: ��(r � c� 4 (� Date Received by City Attorney: Comments: 0s c 3 0 l� a, 0 is pA Date Routed to the Mayor's Office: N a ' Date Routed to the City Clerk's Office: a all Date Sent to Originator: Visit Documents.KentWA.gov to obtain copies of all agreements adccW22373 6 19 DocuSign Envelope ID:F9994AA9-A246-4626-8DAC-297E6CAD76D5 • KENT WAS H I N G T O N AMENDMENT NO. 1 NAME OF CONSULTANT OR VENDOR: Farallon Consulting, LLC CONTRACT NAME & PROJECT NUMBER: Mill Creek Reestablishment- Matelich Property ORIGINAL AGREEMENT DATE: October 8, 2019 This Amendment is made between the City and the above-referenced Consultant or Vendor and amends the original Agreement and all prior Amendments. All other provisions of the original Agreement or prior Amendments not inconsistent with this Amendment shall remain in full force and effect. For valuable consideration and by mutual consent of the parties, Consultant or Vendor's work is modified as follows: 1. Section I of the Agreement, entitled "Description of Work," is hereby modified to add additional work or revise existing work as follows: In addition to work required under the original Agreement and any prior Amendments, the Consultant or Vendor shall: Perform additional laboratory analysis of soil samples collected from the Matelich property. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. 2. The contract amount and time for performance provisions of Section II "Time of Completion," and Section III, "Compensation," are modified as follows: Original Contract Sum, $19,776 including applicable WSST Net Change by Previous Amendments $0 including applicable WSST Current Contract Amount $19,776 including all previous amendments Current Amendment Sum $1,302 Applicable WSST Tax on this $0 Amendment Revised Contract Sum $21,078 AMENDMENT - 1 OF 2 DocuSign Envelope ID:F9994AA9-A246-4626-8DAC-297E6CAD76D5 Original Time for Completion 12/30/19 (insert date) Revised Time for Completion under n/a prior Amendments (insert date) Add'I Days Required (f) for this 0 calendar days Amendment Revised Time for Completion 12/30/19 (insert date) The Consultant or Vendor accepts all requirements of this Amendment by signing below, by its signature waives any protest or claim it may have regarding this Amendment, and acknowledges and accepts that this Amendment constitutes full payment and final settlement of all claims of any kind or nature arising from or connected with any work either covered or affected by this Amendment, including, without limitation, claims related to contract time, contract acceleration, onsite or home office overhead, or lost profits. This Amendment, unless otherwise provided, does not relieve the Consultant or Vendor from strict compliance with the guarantee and warranty provisions of the original Agreement. All acts consistent with the authority of the Agreement, previous Amendments (if any), and this Amendment, prior to the effective date of this Amendment, are hereby ratified and affirmed, and the terms of the Agreement, previous Amendments (if any), and this Amendment shall be deemed to have applied. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. IN WITNESS, the parties below have executed this Amendment, which will become effective on the last date written below. CONSULTANT/VENDOR: CITY OF KENT: By: A4-# C R"�Ori By: Mark H�svlgtlorSt gnature) Print Name: Print Name: Timo by J. LaPorte, P.E. Its Principal Engineer Its Public Works Director 11/4/2019 (title) itle) DATE: DATE: 2©l ATTEST: APPROVED AS TO FORM: (applicable if Mayor's signature required) Kent City Clerk U Kent Law Department Farallon Consulting-Mill Creek Reestablishment 2 Amid 1/Dahl AMENDMENT - 2 OF 2 DocuSign Envelope ID:F9994AA9-A246-4626-8DAC-297E6CAD76D5 EXHIBIT A FARAL T T Washington L l� Issaquah Bellingham Seattle Oregon CONSULT' f N G 9 Portland I Baker City I California Oakland j Folsom ( Irvine October 22, 2019 Ms. Melissa Dahl City of Kent Kent, Washington 98032 RE: CHANGE ORDER FOR ADDITIONAL LABORATORY ANALYSIS MATELICH PROPERTY KENT, WASHINGTON FARALLON PN: 2264-001 Dear Ms. Dahl: Farallon Consulting, L.L.C. (Farallon) has prepared this change order to present a scope of work and cost estimate to perform additional laboratory analysis of soil samples collected from the Matelich property in Kent, Washington (herein referred to as the Site).This change order presents a discussion of the recommended scope of work to be completed and the schedule and cost estimate to conduct the work. SCOPE OF WORK The scope of work.for this change order will be conducted under the following task and subtask: • Task 3: Subsurface Investigation: o Subtask 3A: Test Pit Excavation and Sampling. A description of the additional work to be completed under this task is provided below. Farallon will not initiate work on any task or subtask without prior authorization by the City of Kent. TASK 3: SUBSURFACE INVESTIGATION The additional scope of work to be completed under this change order is described under Subtask 3A below. Subtask 3A: Test Pit Excavation and Sampling Farallon conducted test pitting at the Matelich property on October 17, 2019. The Farallon Field Scientist who conducted the soil sampling noted the possible odor of an herbicide known as pendimethalin in shallow soil (depths ranging from the ground surface to 1.5 feet below ground surface) in three of the five test pits. Pendimethalin was not among the chemicals analyzed as a part of the Phase 11 Environmental Site Assessment conducted by Farallon and was not included in the scope of work presented in the letter regarding Proposal for Supplemental Subsurface Investigation, Matelich Property, Kent, Washington dated September 26,2019, from Ms. Jennifer Moore and Mr. Mark Havighorst of Farallon to Ms.Dahl of the City of Kent(Proposal).Representative soil samples collected from this depth interval in each of the three test pits were submitted to OnSite Environmental Inc.of Redmond,Washington under standard chain-of-custody protocols for analysis Acdgd.,021pmjxr9\2264 City of Krnd2264001 Matelich PropertylAdminlCon1rac1AC0001 Addd LabV264-001 SSI CO Pm Ur.do- Quality Service for Environmental Solutions I farallonconsuiting.com DocuSign Envelope ID:F9994AA9-A246-4626-8DAC-297E6CAD76D5 City of Kent October 22,2019 Page 2 for the chemicals described in the Proposal. Farallon recommends shipping a subsample of each of these soil samples from OnSite Environmental Inc.to Pacific Agricultural Laboratory of Sherwood, Oregon for analysis for pendimethalin using U.S. Environmental Protection Agency Method 8085. The scope of work described herein includes time and materials costs for coordination, sample shipment,and sample analysis. SCHEDULE The laboratory analysis discussed herein will be requested immediately upon authorization by the City of Kent. Analytical results for pendimethalin are expected to be ready in 10 business days. COST ESTIMATE The estimated time and material cost to conduct the scope of work described herein is $1,302 as detailed in Table i in accordance with Faraiion's 2W 9 Schedule of Churges L T hr. laburaimy analytical fees included in Table 1 are based on analysis of three soil samples on a standard laboratory turnaround time of 7 to 10 business days. The estimated cost is based on project conditions and the scope of work described in this proposal. Variations in the scope of work and/or project schedule as defined herein may require modification of the fee, project schedule, and/or respective report contents. if any of these conditions are modified during implementation of the project,no change in the scope of work defined herein will be initiated without authorization from the City of Kent. Farallon will conduct the scope of work described above in accordance with the terms and conditions of a mutually agreed-upon services agreement to be provided by the City of Kent. Farallon will proceed with the scope of work upon receipt of the fully executed services agreement. CLOSING Farallon appreciates the opportunity to provide you with environmental consulting services.Please contact either of the undersigned at(425) 295-0800 if you have questions or comments regarding this scope of work and cost estimate. Sincerely, Farallon,Consulting, L.L.C. Gt �'ua'3rzt. Jennifer L. Moore Mark Havighorst, P.E. Senior Scientist Principal Engineer Attachments: Table 1, Cost Estimate far Additional Laboratory Analysis 2019 Schedule of Charges I JM/MH:mm MLdgersMprojmtsi2264 City or Knnt12264001 Matelich P10perty±Admin\Con1ra,1AC0 001 Addil Lab\2264-001 SSt CO Pro Ltr dour Quality Service for Environmental Solutions farallonconsulting.com DocuSign Envelope ID: F9994AA9-A246-4626-8DAC-297E6CAD76D5 Table 1 Cost Estimate for Additional Laboratory Analysis Matelich Property Kent,Washington Farallon PN:2264-001 Task 3:Subsurface Investigation Subtask 3A:Test Pit Excavation and Sampling Labor Unit Rate Cost Senior it Engineer/Geologist/Scientist(Jennifer Moore: 3 hour(s)@ $190 per hour= $570 Subtask 3A Estimated Labor Subtotal S570 Other Direct Costs(Opt"s) Unit Rate Cost Soil Analysis: Pendimethalin 3 sample(s) rD� $184 per sample= $552 Shipping 1 estimate L $180= $180 Subtask 3A Estimated ODCs and Laboratory Costs Subtotal $732 Subtask 3A Estimated Total S1,302 ESTIMATED CHANGE WORK ORDER TOTAL $1,302 l�dyefs02tprojeds%2264 City of Kent12264001 Mutelich Property\Admin\Contracts1CO 001 AM[ILt d!64-001 SSI CO CE DocuSign Envelope ID: F9994AA9-A246-4626-8DAC-297E6CAD76D5 FARA L ON Washington L Issaquah I Bellingham I Seattle � C0NSULTI NG Oregon Portland I Baker City California Oakland I Folsom Irvine 2019 SCHEDULE OF CHARGES I FARALLON CONSULTING,L.L.C. PERSONNEL Principal Engineer/Geologist/Scientist $280/hour Principal I Engineer/Geologist/Scientist $235/hour Principal I1 Engineer/Geologist/Scientist $215/hour Senior I Engineer/Geologist/Scientist $200/hour Senior II Engineer/Geologist/Scientist $190/hour Associate I Engineer/Geologist/Scientist $175/hour Associate II Engineer/Geologist/Scientist $160/hour Project I Engineer/Geologist/Scientist $150/hour Project II Engineer/Geologist/Scientist $140/hour Staff I Engineer/Geologist/Scientist $125/hour Staff II Engineer/Geologist/Scientist $115/hour Technician $95/hour Senior Analyst $195/hour Associate Analyst $155/hour Staff Analyst $125/hour GIS Analyst $160/hour GIS Technician $130/hour Senior CAD Technician $125/hour CAD/Graphics Technician $115/hour Technical Editor $110/hour Project Assistant $95/hour Clerical/Support $75/hour Legal Testimony and Deposition 50% premium on labor EXPENSES Subcontractors(Labor and Services) Cost+ 15% Direct Expenses Cost+ 15% Lodging/Meals Per Diem Cost+ 15% OR $175/day Report Production Expenses Cost+ 15% Vehicle Mileage IRS rate per mile+ 15% Unless otherwise agreed, Farallon Consulting, L.L.C. reserves the right to make reasonable adjustments to compensation rates. Confidential I of 2 Quality Service for Environmental Solutions I farallonconsulting.com DocuSign Envelope ID:F9994AA9-A246-4626-8DAC-297E6CAD76D5 FIELD INSTRUMENTS AND 1+OUIPMFN"r DAILY RATE WEEKLY RATE Air Gauge/Sensor Kit $45/day $180/week AS/SVE Pilot Test Kit $350/day $1,400/week Bladder Pump $160/day $600/week Borehole Camera $165/day $650/week EOS Field Data Collection Unit $110/day $400/week Drill&Tap Set $20/day $80/week Field Tool Kit, H.D. $25/day $100/week Field Truck $75/day+$0.75/mile $300/week+$0.75/mile Fluorometer/DO Meter $50/day $170/week Gastec System $20/day $80/week Hand Auger and Extensions $50/day $200/week Helium Detector $100/day $400/week Level C PPE $75/day $300/week Level D PPE $20/day $80/week Magnetic Locator $75/day $300/week Mini Air Pump $35/day $140/week Multigas Meter $55/day $200/week Oil-Water Interface Probe $65/day $260/week Peristaltic Pump $65/day $260/week pH Meter $15/day $60/week Photoionization Detector $90/day $360/week Pipe System Pressure Test Kit $35/day $140/week Portovac Pump $30/day $120/week Rotohammer $55/day $200/week Sampling/Decon Kit $50/day $200/week SSD Pilot Test Kit $350/day $1,400/week Submersible Pump $40/day $140/week Surveying Equipment $75/day $300/week Swing Sampler $10/day $40/week Traffic Control $20/day $80/week Turbidity Meter $30/day $120/week Vapor Intrusion Sampling Kit $50/day $200/week Water Level Meter $25/day $100/week Water Quality"Pest Kit $20/day $80/week YSI/Horiba Multiparameter Meter $130/day $520/week CONSUMABLE FIELD SUPPIAES UNIT 55-gallon Drum $90/each Bladders $20/each Disposable Bailers $15/each Gastec Detection Tubes $20/each Padlocks $15/each Tyvek Suits $10/each Water Sample Field Filter $20/each Well Caps(2-inch PVC) $12/each Well Caps(4-inch PVC) $16/each Coq idential 2 of 2 Quality Service for Environmental Solutions I farallonconsulting.com DocuSign Envelope ID:F9994AA9-A246-4626-8DAC-297E6CAD76D5 . 19 S 9 CUR I D Certificate Of Completion Envelope Id:F9994AA9A24646268DAC297E6CAD76D5 Status:Completed Subject:Please DocuSign:Farallon Consulting-Mill Creek Reestablishment 2 Amd 1.pdf Source Envelope: Document Pages:8 Signatures: 1 Envelope Originator: Certificate Pages:5 Initials:0 Christen Boyd AutoNav: Enabled 975 5th ave nw Envelopeld Stamping:Enabled Issaquah,WA 98027 Time Zone:(UTC-08:00)Pacific Time(US&Canada) cboyd@farallonconsulting.com IP Address:50.202.207.234 Record Tracking Status:Original Holder:Christen Boyd Location:DocuSign 10/31/2019 9:32:01 AM cboyd@farallonconsulting.com Signer Events Signature Timestamp Mark Havighorst Sent: 10/31/2019 9:34:51 AM mhavighorst@farallonconsulting.com kJA f-aw r f- Viewed: 11/4/2019 7:14:52 AM Principal Engineer Signed: 11/4/2019 7:15:08 AM Farallon Consulting,L.L.C. Security Level:Email,Account Authentication Signature Adoption: Pre selected Style (None) Using IP Address:207.173.254.164 Electronic Record and Signature Disclosure: Accepted: 10/15/2019 2:12:06 PM ID:2983501e-8f56-4564-ac03-cd43a40139f7 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Contracts Team Sent: 11/4/2019 7:15:10 AM contracts@farallonconsulting.com Security Level:Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Moore Lj" "''��`` Sent: 11/4/2019 7:15:10 AM jmoore@farallonconsulting.com �+v +� Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Nancy Yoshitake Sent: 11/4/2019 7:15:09 AM NYoshitake@kentwa.gov COPIED Viewed: 11/4/2019 7:38:17 AM Security Level:Email,Account Authentication (None) Electronic Record and Signature Disclosure: Carbon Copy Events Status Timestamp Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11/4/2019 7:15:10 AM Certified Delivered Security Checked 11/4/2019 7:15:10 AM Signing Complete Security Checked 11/4/2019 7:15:10 AM Completed Security Checked 11/4/2019 7:15:10 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on:6/2/2015 3:54:00 PM Parties agreed to: Mark Havighorst ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Farallon Consulting (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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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. Go Timothy J. LaPorte,P.E. 220 Fourth Avenue South AUTHORIZED REPRESENTATIVE Kent,WA 98032 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD (JCFOO) . I I ONSr- IO1`E IRONSHORE SPECIALTY INSURANCE COMPANY 175 Berkeley Street Boston, MA 02116 Toll free?(8/7) IRON4 t 1 This contract is registered and delivered as a,urpltis line coverage under the insurance lode of the state of Washington,Title 4A RC'vV IL i>not protected by any Washington crate guaranty association law. ENVIRONMENTAL PROTECTION INSURANCE COVERAGE PACKAGE (EPIC PAC) DECLARATIONS Policy Number. 0020583C5 Renewal of Policy Number: 002058304 Item 1- Named Insured&Malline Address Fa apn„ I„c. 975 5th Avenue_NW Issaquah,WA 98027 Item 2. Broker&Maillne Address: Parker,Smith&Eeek,Inc. ?2)3 1'2thAvenue NE Bel evue,WA 9800" Item 3. Policy Period: Effective: Ju)e 21.2019 Expiration: June 21,?020 12:01 a.n: time dLyour mailing addrP,55 shown above Item 4, Limits Of Insurance And Deductible; LIMIT DEDUCTIBLE Each Occurrence Limit--COVERAGE PART 1:Coverage A, 8,C Inclusive 51,000'oo0 $0 ,.overage A-General Bodily Ia;u:y a::J P)uperly Damage I lability CovPraRP e Hnshle Fire and auil,ding Eouipn::nt Liability �:Ovcrage C: Products POliuUon aid Exposure Liability Each Occurrence Limit—COVERAGE PART is Coverage D,E,F inclusive $1,000,000 510,000 !overage 0:Ti-ne-Elernrnl r>nfh,tion Hodi;y Injury and Property Uarndge Liability Covrray,e 1, Non-Owned Slte Poilulion HL:d:ly Injury and Properly Damage liability CnvFfagF•f:Pollution liabihty during iranspor:atiun Each Occurrence Limit-ContractOrs Pollution Liability:Coverage G $1'000'ooq 55,000 Damage to Premises Rented to You Limit:Anyone premises Stiff 0,000 N/A Personal and Advertising Injury Limit:Any one person Or organization t1p00,040 Nr'A Employee Benefits Admin stration Liability Limit:Any one employee $z.U00,QOC NJA Medical Expense limit:Any one person 525,000 NIA Each Incident Limit COVERAGE PART Ill:Site Pollution Incident Legal Liability $1,W)'00C S25,000 Each Incident Limit COVERAGE PART IV:Professional liability 51,000,00(1 $25,000 GENERAL AGGREGATE LIMIT $2000000 N/6 PRODUCTS COMPLETED OPERATIONS AGGREGATE LIMIT $2,clo0,000 N/A t t;IS _r1ll'I 1.10 LJf J� 4 'ci Johr r if i L..-p:;y,a tnc,:.. j inCit:tJc:c i nfrYr:I:i'ta,:j nt-)le:-iJ;of In'ry) t - .. it:c.v.;t`i:)s p.rnrtission. raA Item S. Form of Business: (,)IndiviCluai U Partnership (]io,nt Venture- [;Trust ❑Lirr.itcd liah lily Company ` Organizaticn, nclud rig a Corpoiatlon(But not including a Partnership,loin VYntcnv,or I i wvri liability Company) Item G Compliance with oft surplus hnv,c plocezne»t requil0lnenrs,including tonsping th2 Policy and roO-ctir,vr ondpciytoenf o;swphrs imps coxes,;s the respons,bill ta of the broker. Item 7, Minimum Earncd Premium: 2.S Item 9, Site Pollution Incident Legal Liability Retroactive Date: iNSOPt•D SIT SCHEDJLE(If Applicable) Item 9. Professional Liability Retroactive Date: ()G121 j tgyn Item 10. Policy Coverage Form: IE.1'OV.EPIC.001(0513)Environmental Protection Incurrr(we Coverage Package (ndorsemenw See SCHEDWE OF LNODRSI'MEENT.'l Gate: &MC21 N19 MO/DAY/YR. Authorize)nCpr $Cn[JtiCC IE.DEC.E''IC.04}1 fG51'J 3) includes ropyrc&pd nn,tterial of 1w arance,Service Office,Inc With its permission. Page 2 of.i Named Insured: faration,f r Policy Number 002058305 Effective 12�01 AMA �unr. 21,20 r} SCHEDULE Of ENDORSEMENTS Endorsement number -Form Number--Edition pate—Form Name 1.Sery ce of Sult Gause b'Jashington-�(,-g(a 1 18) ?.IE PN.ALt 002(0310)Notice of Clair(, 3,tE.END.Al1.00 (0409)Terrorism Exclusion 4.IRON,ENDALL.016(0419)Insurer Address Change 5,SL-CFAC(0419)Sanction imitation and Excluslon Clause 6. IE.ENO r:PIC 003(0409)Insured Site Schedule ?.IE.ENL)LPIC 006(OS09)Employers 0ability(.nveraga Endorsement(OH ND VVA.) S.IUND.EPiC,026(0110)Prp(essfonal Services Exclusion Coverage Part I IF DVC.EPIC 001(05/13) Induces copyrighted materal of Iri,urance Service Of(ir_e, nc.with its permission. Page.3 of 3 (1) A vendor is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: (a) For which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement except that which the vendor would have in the absence of the contract or agreement; (b) Arising out of any express warranty unauthorized by you; (c) Arising out of any physical or chemical change in the product made intentionally by the vendor; (d) Arising out of repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from you, and then repackaged in the original container; (e) Arising out of any failure to make inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products; (f) Arising out of demonstration, installation servicing or repair operations, except such operations performed at the vendor's location in connection with the sale of the product;or (g) Arising out of products which,after distribution or sale by you, have been labeled or relabeled or used as a container,part or ingredient of any other thing or substance by or for the vendor. (2) A manager or lessor of premises,a lessor of leased equipment,or a mortgagee,assignee,or receiver is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: (a) Arising out of any occurrence that takes place after the equipment lease expires or you cease to be a tenant;or (b) Arising out of structural alterations,new construction or demolition operations performed by or on behalf of the manager or lessor of premises,or mortgagee,assignee,or receiver, f. Any person or organization that has at least a 50%controlling interest in you but only with respect to bodily injury, property damage,environmental damage or personal and advertising injury arising out of their financial control of you. SECTION III—LIMITS OF INSURANCE AND DEDUCTIBLE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or wits brought; c. Persons or organizations making claims or bringing suits; d. Pollution incidents: e. Acts,errors or omissions;or f. Benefits included in your employee benefit program. 2. The General Aggregate Limit: s'the most 4've wi I pay o-�-r fie sure of: (1) Damages and emergency response expense under COVERAGE PART I, except damages because of bodily injury, property damage or environmental damage included in the products-completed operations hazard other than damages covered under COVERAGE PART I—Coverage G:Contractors Pollution Liability; (2) Damages under COVERAGE PART li; (3) Medical expense under COVERAGE PART If: IECOV.EPiC.001(05/13) Includes copyrighted material of Insurance Services Offices,Inc.with its permiss`on. Page 28 of 44 (4) Damages, clean-up costs, emergency response expense and legal and claims expense payments under COVERAGE PART III;and (5) Damages and legal and claims expense payments under COVERAGE PART IV. Ib. Shall apply separately as respects all damages caused by: € i (1) Occurrences covered under COVERAGE PART I,Coverages A, B Or D arising out of operations at a location # j owned or occupied by you; (2) Occurrences covered under COVERAGE PART 1,Coverage A or G arising out of Ongoing operations at a project 9 I where you are performing your work:or 1 (3) Pollution incidents covered under COVERAGE PART III arising out of operations at an insured site. 3. The Products-Completed Operations Aggregate Limit is the most we will pay for damages because of bodily injury, property damage or environmental damage included in the products-completed operations hazard other than damages covered under COVERAGE PART I-Coverage G:Contractors Pollution Liability. 4. Subject to Paragraph 2.or 3.above,whichever applies,the Each Occurrence Limit-COVERAGE PART 1.Coverage A, B, C inclusive is the most we will pay for the sum of a. Damages under COVERAGE PART I-Coverage A:General Bodily Injury and Property Damage Liability; b. Damages under COVERAGE PART I-Coverage B:Hostile Fire and Building Equipment Liability;and c. Damages under COVERAGE PART I-Coverage C:Products Pollution and Exposure Liability because of all bodily injury,property damage and environmental damage arising out of any one occurrence. 5. Subject to Paragraph 4,above,the Damage To Premises Rented To You Limit is the most we will pay under COVERAGE PART I-Coverage A for damages because of property damage to any one premises,while rented to you,or in the case of damage by fire,while rented to you or temporarily occupied by you with permission of the owner. 6. Subject to Paragraph 2.above,the Each Occurrence Limit-COVERAGE PART 1:Coverage D,E,F inclusive is the most we will pay for the sum of; a. Damages under COVERAGE PART I -Coverage D: Time-Element Pollution Bodily Injury and Property Damage Liability; b. Damages under COVERAGE PART 1-Coverage E: Non-Owned Site Pollution Bodily Injury and Property Damage Liability;and c. Damages under COVERAGE PART I-Coverage F:Pollution Liability during Transportation because of all bodily injury,property damage ano environmental damage arising out of any one occurrence. 7. Subject to Paragraph 2. above, the Each Occurrence Limit Contractors Pollution Liability: Coverage G is the most we will pay for the sum of all damages under COVERAGE PART I-Coverage G:Contractors Pollution Liability because of bodily injury,property damage or environmental damage arising out of any one occurrence. 8. Subject to Paragraph 2. above, the Personal and Advertising Injury Limit is the most we will pay for the sum of all damages because of all personal and advertising injury sustained by any one person or organization. 9. Subject to Paragraph 2_above,the Employee Benefits Administration Liability Limit is the most we will pay for the sum of all damages sustained by any one employee, including damages sustained by such employee's dependents and beneficiaries. However,the amount paid shall not exceed, and will be subject to,the lirnits and restrictions that apply to the payment of benefits in any plan included in the employee benefit program. 10. Subject to Paragraph 2.above,the Medical Expense Limit is the most we will pay under COVERAGE PART 11- Coverage C for all medical expenses because of bodily injury sustained by any one person 11. Subject to Paragraph 2.above,the Each Incident Limit-COVERAGE PART ill:Site Pollution Legal Liability is the most we will pay for the sum of: a. Damages and legal and claims expense payments under COVERAGE PART III -Coverage A: Bodily Injury and Property Damage; IE.COV.EPIC.Wl(05113) Includes copyrighted material of Insurance Serv.ces Offices,Inc.,.inth its permission. Page 29 of 44 p. Nuclear Material Based upon or arising out of the radioactive,toxic or explosive properties of nuclear material and with respect to which the insured is: (1) Required to maintain financial protection pursuant to the Atomic Energy Act of 1954; (2) Entitled to indemnity from the United States of America or any agency thereof;or (3) An insured under a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors,or would be an insured under any such policy but for its termination upon exhaustion of limits. q. Owned Facilities Arising from or in connection with any location which is or was at any time owned, operated, rented, or occupied by you or by any entity that: (1) Wholly or partly owns,operates,manages,or otherwise controls you;or (2) Is wholly or partly owned,operated,managed,or otherwise controlled by you. r. Personal and Advertising Injury Arising out of personal and advertising injury. s. Previously Reported Claim Arising from the same, related or continuous professional incident that was the subject of a claim reported under any policy of which this policy is a renewal or replacement or which it may succeed in time, whether or not such prior policy affords coverage for such claim. t. Prior Professional Incident Arising from any professional incident known to a responsible executive prior to the effective date of the policy period, if such responsible executive knew or could have reasonably foreseen that such professional incident could give rise to damages,claims or suits under this policy. This exclusion does not apply if we have been notified, in writing,of such professional incident giving rise to such damages,claims,or suits during the policy period of a policy previously issued by us. u. Your Product Based upon or arising out of your product. v. Warranties Based upon or arising out of express warranties or guarantees.This exclusion shall not apply if liability would have resulted in the absence of such express warranties or guarantees. w. Workers'Compensation And Similar laws Any obligation of the insured under a workers'compensation, disability benefits or unemployment compensation law or any similar law. SECTION II—WHO IS AN INSURED I 1. If you are designated in the Declarations as: i a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you i 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. I t i IE.COV.EPIC.001(05/13) Includes copyrighted material of Insurance Services Offices,Inc.with its permission. Page 26 of 44 "c) ;2 _ (JGF00) d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your executive officers and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds,but only with respect to their liability as stockholders. e. A trust,you are an insured.Your trustees are also insureds,but only with respect to their duties as trustees. 2. Any subsidiary,associated,affiliated,allied or limited liability company or corporation,including subsidiaries thereof,of which you have more than 50% ownership interest at the effective date of the policy period qualify as a Named Insured. 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 if there is no other similar insurance available to that organization.However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period,whichever is earlier; b. Coverage under this policy does not apply to bodily injury, property damage or environmental damage that occurred before you acquired or formed the organization; c. Coverage under this policy does not apply to personal and advertising injury arising out of an offense committed before you acquired or formed the organization;and d. Coverage under this policy does not apply to damages arising out of any act, error or omission or professional incident that took place before you acquired or formed the organization. 4. Each of the following is also an insured: a. Your volunteer workers only while performing duties related to the conduct of your business,or your employees, other than either your executive officers (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these employees or volunteer workers are insureds for: (1) Bodily injury or personal and advertising injury: (a) To you,to your partners or members(if you are a partnership or joint venture)or to your members(if you are a limited liability company); (b) 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)above;or (c) Arising out of the providing or failure to provide professional health care services except incidental health care services provided by any physician,dentist, nurse,emergency medical technician or paramedic who is employed by you to provide such services and provided you are not engaged in the business of providing such services. (2) Property damage or environmental damage to property owned,occupied or used by, rented to,in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your employees, volunteer workers, any partner or member (if you are a partnership or joint venture), or any member(if you are a limited liability company). b. Any person(other than your employee),or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only with respect to liability arising out of the maintenance or use of that property and 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 you agree to include as an insured in a written contract,written agreement or permit, but only with respect to bodily injury, property damage, environmental damage or personal and advertising injury arising out of your operations,your work,equipment or premises leased or rented by you,or your products which are distributed or sold in the regular course of a vendor's business,however: IE.COV.EPIC.001(05/13) Includes copyrighted material of Insurance Services Offices,Inc.with its permission. Page 27 of 44 5 of 12 (JCF00) $ (1) A vendor is not an insured as respects bodily injury, property damage, environmental damage or personal j and advertising injury: i (a) For which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or # agreement except that which the vendor would have in the absence of the contract or agreement; (b) Arising out of any express warranty unauthorized by you; 3 J (c) Arising out of any physical or chemical change in the product made intentionally by the vendor; I (d) Arising out of repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from you, and then repackaged in the original container; (e) Arising out of any failure to make inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; 1 � (f) Arising out of demonstration, installation servicing or repair operations, except such operations j performed at the vendor's location in connection with the sale of the product;or j i (g) Arising out of products which,after distribution or sale by you, have been labeled or relabeled or used as I a container,part or ingredient of any other thing or substance by or for the vendor. (2) A manager or lessor of premises,a lessor of leased equipment,or a mortgagee, assignee,or receiver is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: (a) Arising out of any occurrence that takes place after the equipment lease expires or you cease to be a tenant;or I (b) Arising out of structural alterations,new construction or demolition operations performed by or on behalf of the manager or lessor of premises,or mortgagee,assignee,or receiver. a I f. Any person or organization that has at least a 50%controlling interest in you but only with respect to bodily injury, property damage, environmental damage or personal and advertising injury arising out of their financial control of you. SECTION III—LIMITS OF INSURANCE AND DEDUCTIBLE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or suits brought; c. Persons or organizations making claims or bringing suits; d. Pollution incidents; e. Acts,errors or omissions;or f. Benefits included in your employee benefit program. 2. The General Aggregate Limit: a. Is the most we will pay for the sum of: (1) Damages and emergency response expense under COVERAGE PART 1, except damages because of bodily injury, property damage or environmental damage included in the products-completed operations hazard other than damages covered under COVERAGE PART I—Coverage G:Contractors Pollution Liability; (2) Damages under COVERAGE PART 11; (3) Medical expense under COVERAGE PART 11; IE.COV.EPIC.001(05/13) Includes copyrighted material of Insurance Services Offices,Inc.with its permission. Page 28 of 44 6of12 _ (JCF00) a. We have the right to: (1) Make inspections and surveys at anytime; (2) Give you reports on the conditions we find;and (3) Recommend changes. b. We are not obligated to make any inspections,surveys, reports or recommendations and any such actions we do undertake relate only to insurability and the premiums to be charged.We do not make safety inspections.We do not undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public.And we do not warrant that conditions: (1) Are safe or healthful;or (2) Comply with laws,regulations,codes or standards. This applies not only to us, but also to any rating, advisory, rate service or similar organization which makes insurance inspections,surveys,reports or recommendations. 15. Legal Action Against Us No person or organization has a right under this policy: a. To join us as a party or otherwise bring us into a suit asking for damages from an insured;or b. To sue us on this policy unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured;but we will not be liable for damages that are not payable under the terms of this policy or that are in excess of the applicable limit of insurance.An agreed settlement means a settlement and release of liability signed by us,the insured and the claimant or the claimant's legal representative. 16. Multiple Coverage Sections No claim or suit,or part thereof,for which we have accepted coverage or coverage has been held to apply under one or more Coverages in this policy shall be covered under any other Coverages in this policy. 17. Otherinsurance If other valid and collectible insurance is available to the insured for a loss we cover under this policy, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when Paragraph b. below applies. If this insurance is primary,our obligations are not affected unless any of the other insurance is also primary.Then,we will share with all that other insurance by the method described in Paragraph c.below. However,regardless of whether b.below applies, in the event that a written contract or agreement or permit requires this insurance to be primary for any person or organization you agreed to insure and such person or organization is an insured under this policy, we will not seek contributions from any such other insurance issued to such person or organization b. Excesslnsurance (1) This insurance is excess over: (a) Any of the other insurance,whether primary,excess,contingent or on any other basis: (1) That is Fire,Extended Coverage,Builder's Risk,Installation Risk or similar coverage for your work; (ii) That is Fire insurance for premises rented to you or temporarily occupied by you with permission of the owner; (III) That is insurance purchased by you to cover your liability as a tenant for property damage to premises rented to you or temporarily occupied by you with permission of the owner;or IE.COV.EPIC.001(05/13) Includes copyrighted material of Insurance Services Offices,Inc.with its permission. Page 34 of 44 7 of 12 (JCFOO) (iv) If the loss arises out of the maintenance or use of aircraft, autos or watercraft to the extent not subject to Exclusion a. of COVERAGE PART I — Coverage A— General Bodily Injury And Property Damage Liability. (b) Any other primary insurance available to you covering liability for damages arising out of the premises or operations, or the products and completed operations, for which you have been added as an additional insured. (c) Any project specific primary insurance available to you covering liability for damages arising out of your work,for which you are an insured (2) When this insurance is excess,we will have no duty to defend the insured against any suit if any other insurer has a duty to defend the insured against that suit. If no other insurer defends,we will undertake to do so,but we will be entitled to the insured's rights against all those other insurers. (3) When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any,that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; (b) The total of all deductible and self-insured amounts under all that other insurance;and (c) The deductible and self-insured amounts under this insurance. (4) We will share the remaining loss,if any,with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this policy. c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts,excess of applicable deductible and self-insured amounts under all such insurance, until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares,we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 18. Premiums and Deductible The first Named Insured shown in the Declarations: a. Is responsible for the payment of all premiums; b. Will be the payee for any return premiums we pay;and c. Is responsible for the payment of all deductibles. 19. Representations By accepting this policy,you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us;and c. We have issued this policy in reliance upon your representations. 20. Separation Of Insureds Except with respect to the Limits of Insurance, any insured versus insured exclusions, and any rights or duties specifically assigned in this policy to the first Named Insured,this insurance applies: a. As if each Named Insured were the only Named Insured;and b. Separately to each insured against whom claim is made or suit is brought. IE.COV.EPIC.001(05/13) Includes copyrighted material of Insurance Services Offices,Inc.with its permission. Page 35 of 44 8 2 (JnFU01 SECTION II-LIABILITY COVERAGE is amended as follows: 2. NEWLY FORMED OR ACQUIRED SUBSIDIARIES SECTION II - LIABILITY COVERAGE, Paragraph A.1. - 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 specifically 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 11 - LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured is amended to include the following as an "insured": a. Any "employee" of yours while using a covered "auto" you do not own, hire or borrow but only for artc k&,ithin tha canna of their Prnnlnvmant by vnii Inciirgnra nrnvirfari by thk anrinr8emant 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 excess endorsement is excess over a _other insurance available to the "employee"_. M .____,___ 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": i 1 i 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": j (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 j 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. 0 2017 Liberty Mutual Insurance C 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 2 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.S. 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 1 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 IS Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 7 of 7 IRONSHORE SPECIALTY INSURANCE COMPANY Mailing Address: 75 Federal Street 5th Floor Boston, MA 02110 Toll Free: (877) IRON411 Insured Name:Farallon Consulting LLC Pollcy Number: ENVIRONMENTAL EXCESS LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Please read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you"and "your" refer to the Named Insured shown in the Declarations,and any other person or organization qualifying as such under the controlling underlying insurance.The words"we","us"and"our"refer to the company providing this insurance. The word "Insured" means any person or organization qualifying as such under the controlling underlying insurance. Defined terms, other than headings, appear in bold face type. Refer to SECTION V-DEFINITIONS. The headings do not constitute terms or conditions of this policy and are included solely for convenience.The headings shall not in any manner modify or otherwise affect any of the provisions of this policy I. COVERAGES _..................._....... A. INSURING AGREEMENT i I. We will provide the insured with Excess Liability coverage in accordance with the same terms, conditions, exclusions, limitations and warranties as are contained, as of the inception of this policy period, in the controlling underlying insurance. However, coverage under this policy is subject to the premium, limits of liability, retention, policy period, warranties, exclusions, limitations and any other terms and conditions of this policy including any and all endorsements attached hereto,inconsistent with or supplementary to the controlling underlying insurance. _...__._.._,. ._.. ....... .._ .... ..... Z. In no event shall this policy follow the terms,conditions,exclusions or limitations in the controlling underlying Insurance or provide coverage under this policy with respect to or as a result of any of the following in the controlling underlying insurance: a. Cancellation,non-renewal or change in policy period provisions. b. Kidnap,Ransom or Extortion coverage c. liberalization Clause Any clause stipulating automatic expansion of coverage with or without an additional premium because of, but not limited to, legislative acts, acts of insurance regulatory authorities or an insurer's policy revision. IE.COV.EEL.001(04/09) Page 1 of 6 THIS PAGE INTENTIONALLY LEFT BLANK