Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
CAG2021-050 - Original - GoldStreet Design Agency, Inc. - Stormwater Brochure, Poster & Kids Activity Booklets - 02/19/2021
ApprovalOriginator:Department: Date Sent:Date Required: Authorized to Sign: Director or Designee Mayor Date of Council Approval: Grant? Yes No Type:Review/Signatures/RoutingDate Received by City Attorney: Comments: Date Routed to the Mayor’s Office: Date Routed to the City Clerk’s Office:Agreement InformationVendor Name:Category: Vendor Number:Sub-Category: Project Name: Project Details: Agreement Amount: Start Date: Basis for Selection of Contractor: Termination Date: Local Business? Yes No* Business License Verification: Yes In-Process Exempt (KCC 5.01.045) If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace. Notice required prior to disclosure? Yes No Contract Number: Agreement Routing Form For Approvals, Signatures and Records Management This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Visit Documents.KentWA.gov to obtain copies of all agreementsadccW22373_1_20 Budget Account Number: Budget? Yes No Dir Asst: Sup/Mgr: Dir/Dep: rev. 200821 FOR CITY OF KENT OFFICIAL USE ONLY (Optional) * Memo to Mayor must be attached CAG2021-050 Original GOODS & SERVICES AGREEMENT - 1 ($20,000 or Less, incl. WSST) GOODS & SERVICES AGREEMENT between the City of Kent and GoldStreet Design Agency, Inc. THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and GoldStreet Design Agency, Inc. organized under the laws of the State of Oregon, located and doing business at PO Box 1972, Bend, OR 97709, Phone: (541) 316-1272, Contact: John Gross (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. The Vendor shall provide the following goods and materials and/or perform the following services for the City: The Vendor shall create stormwater brochure/poster and kids activity booklets. For a description, see the Vendor's Scope of Work which is attached as Exhibit A and incorporated by this reference. The Vendor acknowledges and understands that it is not the City’s exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, the Vendor shall complete the work and provide all goods, materials, and services by March 31, 2021. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed Eleven Thousand Dollars ($11,000), including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: Vendor shall be paid after execution of agreement, and submittal of invoice. Card Payment Program. The Vendor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative to payment GOODS & SERVICES AGREEMENT - 2 ($20,000 or Less, including WSST) by check and is available for the convenience of the Vendor. If the Vendor voluntarily participates in this Program, the Vendor will be solely responsible for any fees imposed by financial institutions or credit card companies. The Vendor shall not charge those fees back to the City. If the City objects to all or any portion of an invoice, it shall notify the Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from the Vendor for any defective or unauthorized goods, materials or services. If the Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and the Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR’S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which the Vendor’s services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Vendor’s services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Vendor’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, the Vendor must submit a written amendment request GOODS & SERVICES AGREEMENT - 3 ($20,000 or Less, including WSST) to the person listed in the notice provision section of this Agreement, Section XV(D), within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VIII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by the Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government (“force majeure event”). Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing state or national declarations of emergency, or any current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. Notwithstanding other provisions of this section, the Vendor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Vendor due to a force majeure event. Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. If a force majeure event occurs, the City may direct the Vendor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Vendor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Vendor. VIII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first. Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall GOODS & SERVICES AGREEMENT - 4 ($20,000 or Less, including WSST) be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). IX. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR’S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. X. WARRANTY. The Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. The Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and the Vendor’s representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when the Vendor knows or should have known of the defect, or (2) upon the Vendor’s receipt of notification from the City of the existence or discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, GOODS & SERVICES AGREEMENT - 5 ($20,000 or Less, including WSST) the warranty for that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. XI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XII. INDEMNIFICATION. The Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of the Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event the Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor’s part, then the Vendor shall pay all the City’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Vendor’s part. The provisions of this section shall survive the expiration or termination of this Agreement. XIII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XIV. WORK PERFORMED AT VENDOR'S RISK. The Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Vendor's own risk, and the Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this GOODS & SERVICES AGREEMENT - 6 ($20,000 or Less, including WSST) Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and the Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Vendor acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Vendor agrees to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. VENDOR: By (signature) Print Name ' John Gross Its President (titte) DA-ffii 2.11.2021 CITY OF KENT: By il.t 9,;^ (signature) Chad Bieren, P.EPrint Name: Its Interim Public Works Director 2/rq/trDATE: IN WITNESS, the parties betow execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. GodStreet - Stormwater Brochures/Haren GOODS & SERVICES AGREEMENT - 7 ($20,000 or Less, including WSST) NOTICES TO BE SENT TO: VENDOR: John Gross GoldStreet Design AgencY, Inc PO Box t972 Bend, OR 97709 (54 1) 3t6-t27 2 (telePhone) N/A (facsimile) NOTICES TO BE SENT TO: CITV OF KENT: Chad Bieren, P.E. City of Kent 220 Fourth Avenue South Kent, WA 98032 (253) 856-s500 (telePhone) (253) 856-6500 (facsimile) ATTEST: Kent Citv Clerk EEO COMPLIANCE DOCUMENTS - 1 of 3 DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City’s equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City’s sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: ___________________________________________ For: __________________________________________ Title: _________________________________________ Date: _________________________________________ John Gross President 2.11.2021 Type text here EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City’s equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 3 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: ___________________________________________ For: __________________________________________ Title: _________________________________________ Date: _________________________________________ GoldStreet of lllfork¡I GoldStreet proposes the following scope of work to be completed for the City of Kent. This document summarizes the four projects included in this scope of work including deliverable services and materials. Goal: The primary goal for this project is to create dynamic education and outreach materials that increase awareness and understanding of stormwater management among business owners, managers, propefi managers, employees and the general public, and encourage best management practices that support pollution prevention. Task 1- Business Stormwater Brochure/Poster Create a dynamic flyer/poster combo that provides information about managing stormwater on premise and create a poster that shows the does and don'ts. Stormwater Brochure -tLxl7 half fold trifold; Print PDF Development: $4100; Integrated Design - $750 Scratch copywriting - $600 10 stock photos - $500 ($50 each) 10 photo illustrations - $2,000 ($200 each) Translation Poster - $250 Production: $644.18; 10018 Book, Gloss UV (Water Resistant); QTY: 250 Total Price 54,744.18 Shipping and $27.00 Handling Grand Total ç4t77L.L8 Deliverables:. Custom stormwater brochure design. 250 printed copies, Gloss UV EXHIBIT A Task 4 - Kids Activity Booklets - Stormwater Education Six Page Kids Stormwater Activity Book -25.5x11 trifold; #t793 cover only, #L7938, #Og7g, #L79BE, #L79BB, #1850 Become storm certified section, Update logo and contact info. Setup: $990 Print ready file Production: $614; 10018 Book, Opaque; QTY: 500 Total Price $1,604.00 Shipping and $42.00 Handling Grand Total $1,646.00 Deliverables:. Custom Six Page Kids Activity Book - Stormwater Education. 500 printed copies, Gloss AQ Task 1 - Business Stormwater Brochure/Poster Task 2 - Stormwater Automotive Repair Shop Poster Task 3 - LID Protection During Construction Brochure Task 4 - Kids Activity Booklets - Stormwater Education *This does not incrude sares tax. Project rotal Estimated sales tax = 9969.08 Estimated total including sales tax = 910,563.94 $4,77t.t8 $1,059.18 $2,119.50 $1,646.00 $9,594.86 Total Budget The for this of work is J EXHIBIT B INSURANCE REQUIREMENTS FOR SERVICE CONTRACTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Contractor’s Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Contractor’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor’s insurance and shall not contribute with it. EXHIBIT B (Continued) 2. The Contractor’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Contractor’s Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. 02/11/2021 Cascade Insurance Center 1201 NW Wall Street Ste 100 Bend OR 97703 Lauren Olson (541) 382-7772 (541) 388-5403 Goldstreet Design Agency Inc 1005 NW Galveston Ave Ste 220 Bend OR 97703 Ohio Security Insurance Co.24082 Saif 20-21 A Y BZS59538213 03/17/2020 03/17/2021 2,000,000 2,000,000 15,000 4,000,000 4,000,000 B 100010353 04/01/2020 04/01/2021 500,000 500,000 500,000 Certificate holder is an additional insured. City of Kent 220 Fourth Avenue South Kent WA 98032 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY NP98200115 JURISDICTIONAL BOILER AND PRESSURE VESSEL INSPECTIONS Most jurisdictions (cities or states) are governed by laws and regulations that require owners of boilers and pressure vessels to have their equipment inspected on a routine basis. Jurisdictions require that equipment is installed and operated according to these regulations, and it is the equipment breakdown engineering inspector's responsibility to verify the equipment complies with all requirements. Liberty Mutual Equipment Breakdown is a National Board Accredited Authorized Inspection Agency. This designation is recognized by authorities having jurisdictions in the U.S. & provinces of Canada and gives Liberty Mutual commissioned inspectors the ability to perform jurisdictionally required inspection on boil- ers and pressure vessels at insured locations. We have field inspectors strategically located throughout the U.S. to perform boiler and pressure vessel inspection for our customers and clients. To request a Jurisdictional Inspection please: Or • Call the LMEB Hotline (877) 526-0020 • Email your request to LMEBlnspections(cD_Libertymutual.com The assigned EB Risk Engineer will call to schedule within 24 - 48 hours. When requesting an inspection please include the following: • Current Policy Number • Location Address • Contact Name • Contact Phone Number and/or Email Address NP 98 20 01 15 © 2015 Liberty Mutual Insurance Page 1 of 1 Coverage Is Provided In: Policy Number: Liberty Ohio Security Insurance Company BZS (21) 59 53 8213 Mutual 9450 Seward Road, Fairfield, Ohio 45014 Policy Period: INSURANCE From 03/17/2020 To 03/17/2021 12:01 am Standard Time Commercial Protector Common at Insured Mailing Location Policy Declarations Named Insured & Mailing Address Agent Mailing Address & Phone No. GOLDSTREET DESIGN AGENCY INC (541) 382-7772 1005 NW Galveston Ave Ste 220 CASCADE INSURANCE CENTER LLC BEND, OR 97703 1201 NW WALL ST STE 100 BEND, OR 97703-1954 Named Insured Is: CORPORATION Named Insured Business Is: OFFICE: COMMERCIAL ARTIST AND GRAPHIC DESIGNERS In return for the payment of the premium, and subject to all the terms of this policy, we agree with you to provide the insurance as stated in this policy. SUMMARY OF COVERAGE PARTS AND CHARGES These Declarations together with the Businessowners Coverage Form (and other applicable forms and endorsements, if any, issued to form a part of them) complete this policy. COVERAGE PART CHARGES " Commercial Protector $510.00 Total Charges for all of the above coverage parts: $510.00 Certified Acts of Terrorism Coverage: $2.00 (Included) Note: This is not a bill IMPORTANT MESSAGES . Equipment Breakdown Enhancement Is Included - See Policy Forms and Endorsements summary Issue Date 01/17/20 To report a claim, call your Agent or 1-844-325-2467 Authorized Representative DS 70 21 01 08 01/17/20 59538213 POLSVCS 225 NCAFPPNO INSURED COPY 004198 PAGE 29 OF 166 Liberty Mutual INSURANCE Coverage Is Provided In: Ohio Security Insurance Company Common Policy Declarations Named Insured Agent GOLDSTREET DESIGN AGENCY INC 1005 NW Galveston Ave Ste 220 BEND, OR 97703 SUMMARY OF LOCATION(S) AND PREMIUM(S) 0001 1005 NW Galveston Ave Ste 220, BEND, OR 97703 POLICY FORMS AND ENDORSEMENTS Policy Number: BZS (21) 59 53 8213 Policy Period: From 03/17/2020 To 03/17/2021 12:01 am Standard Time at Insured Mailing Location (541) 382-7772 CASCADE INSURANCE CENTER LLC 1201 NW WALL ST STE 100 BEND, OR 97703-1954 $108.00 This section lists the Forms and Endorsements for your policy. Refer to these documents as needed for detailed information concerning your coverage. FORM NUMBER TITLE BP 00 03 07 13 Businessowners Coverage Form BP 01 78 03 15 Oregon Changes BP 04 1701 10 Employment - Related Practices Exclusion BP 04 52 07 13 Additional Insured - State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations BP 05 23 01 15 Cap On Losses From Certified Acts Of Terrorism BP 05 65 01 15 Conditional Exclusion of Terrorism Involving Nuclear, Biological or Chemical Terrorism (Relating to Disposition of Federal Terrorism Risk Insurance Act) BP 05 77 01 06 Fungi or Bacteria Exclusion (Liability) BP 15 04 05 14 Exclusion - Access Or Disclosure Of Confidential Or Personal Information And Data -Related Liability - With Limited Bodily Injury Exception BP 15 13 10 17 Oregon - Marijuana Exclusion BP 79 19 09 16 Businessowners Property Extension Endorsement In witness whereof, we have caused this policy to be signed by our authorized officers. �V Mark Touhey Secretary David Long President To report a claim, call your Agent or 1-844-325-2467 DS 70 21 11 16 01/17/20 59538213 POLSVCS 225 NCAFPPNO INSURED COPY 004198 PAGE 30 OF 166 Liberty Mutual INSURANCE Coverage Is Provided In: Ohio Security Insurance Company Commercial Protector Common Policy Declarations Named Insured Agent GOLDSTREET DESIGN AGENCY INC 1005 NW Galveston Ave Ste 220 BEND, OR 97703 POLICY FORMS AND ENDORSEMENTS - CONTINUED Policy Number: BZS (21) 59 53 8213 Policy Period: From 03/17/2020 To 03/17/2021 12:01 am Standard Time at Insured Mailing Location (541) 382-7772 CASCADE INSURANCE CENTER LLC 1201 NW WALL ST STE 100 BEND, OR 97703-1954 This section lists the Forms and Endorsements for your policy. Refer to these documents as needed for detailed information concerning your coverage. FORM NUMBER TITLE BP 79 74 07 13 Amendment of Pollution Exclusion (Premises) BP 79 96 09 16 Businessowners Liability Extension Endorsement BP 81 15 03 11 Exclusion - Asbestos BP 82 37 08 15 Equipment Breakdown Coverage Endorsement BP 82 46 06 09 Employment - Related Practices Liability Coverage BP 88 04 03 14 Exclusion - Professional Services (Real Estate Agents, Insurance Agents, Travel Agents, Financial Services, Computer Software, Insurance Operations) BP 88 12 03 14 Data Compromise Coverage BP 88 16 06 09 Business Income Changes - 24 Hour Time Period BP 88 6909 16 Business Income - Period Of Restoration BP 88 7707 13 Identity Theft Administrative Services and Expense Coverage BP 88 78 07 13 Business Personal Property Limit - Automatic Increase BP 89 38 07 19 Non -Cumulation of Liability Limits (Same Occurrence) To report a claim, call your Agent or 1-844-325-2467 DS 70 21 11 16 01/17/20 59538213 POLSVCS 225 NCAFPPNO INSURED COPY 004198 PAGE 31 OF 166 BUSINESSOWNERS BP 79 96 09 16 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY EXTENSION ENDORSEMENT 2016 Liberty Mutual Insurance BP 79 96 09 16 Page 1 of 4IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,with its permission. This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Below is a summarization of the coverages provided by this endorsement.No coverages are given by this summary.Actual coverage descriptions are within this endorsement. SECTION SUBJECT A.Supplementary Payments Bail Bonds Loss Of Earnings B.Broadened Coverage For Damage To Premises Rented To You C.Incidental Medical Malpractice Injury D.Mobile Equipment E.Blanket Additional Insured (Owners,Contractors Or Lessors) F.Newly Formed Or Acquired Organizations G.Aggregate Limits H.Duties In The Event Of Occurrence,Offense,Claim Or Suit I.Liability And Medical Expenses Definitions Bodily Injury Insured Contract Personal And Advertising Injury Section II -Liability is amended as follows: A.Supplementary Payments Section A.1.Business Liability is modified as follows: 1.The $250 limit shown in Paragraph A.1.f.(1)(b)Coverage Extension -Supplementary Payments for the cost of bail bonds is replaced by a $3,000 limit. 2.The $250 limit shown in Paragraph A.1.f.(1)(d)Coverage Extension -Supplementary Payments for reasonable expenses and loss of earnings is replaced by a $500 limit. B.Broadened Coverage For Damage To Premises Rented To You 1.The last paragraph of Section B.1.Exclusions -Applicable To Business Liability Coverage is replaced by the following: With respect to the premises which are rented to you or temporarily occupied by you with the permis- sion of the owner,Exclusions c.,d.,e.,g.,h.,k.,l.,m.,n.and o.do not apply to "property damage". 2016 Liberty Mutual Insurance BP 79 96 09 16 Page 2 of 4IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,with its permission. 2.Paragraph D.2.Liability And Medical Expenses Limits Of Insurance is replaced by the following: The most we will pay under this endorsement for the sum of all damages because of all "property damage"to premises while rented to you or temporarily occupied by you with the permission of the owner is the Limit of Insurance shown in the Declarations. 3.Paragraph D.3.Liability And Medical Expenses Limits Of Insurance does not apply. C.Incidental Medical Malpractice Injury 1.Paragraph (4)under Paragraph B.1.j.Exclusions -Applicable To Business Liability Coverage -Profes- sional Services does not apply to "Incidental Medical Malpractice Injury"coverage. 2.With respect to this endorsement,the following is added to Section F.Liability And Medical Expenses Definitions: a."Incidental Medical Malpractice Injury"means bodily injury arising out of the rendering of or failure to render,during the policy period,the following services: (1)Medical,surgical,dental,x-ray or nursing service or treatment or the furnishing of food or beverages in connection therewith;or (2)The furnishing or dispensing of drugs or medical,dental or surgical supplies or appliances. b.This coverage does not apply to: (1)Expenses incurred by the insured for first-aid to others at the time of an accident and the Duties in the Event of Occurrence,Offense,Claim or Suit Condition is amended accordingly. (2)Any insured engaged in the business or occupation of providing any of the services described under a.above. (3)Injury caused by any indemnitee if such indemnitee is engaged in the business or occupation of providing any of the services described under a.above. D.Mobile Equipment Section C.Who Is An Insured is amended to include any person driving "mobile equipment"with your permission. E.Blanket Additional Insured (Owners,Contractors Or Lessors) 1.Section C.Who Is An Insured is amended to include as an insured any person or organization whom you are required to name as an additional insured on this policy under a written contract or written agreement.The written contract or agreement must be: a.Currently in effect or becoming effective during the term of this policy;and b.Executed prior to the "bodily injury","property damage",or "personal and advertising injury". 2.The insurance afforded to the additional insured is limited as follows: a.The person or organization is only an additional insured with respect to liability arising out of: (1)Real property,as described in a written contract or written agreement,you own,rent,lease, maintain or occupy;and (2)Caused in whole or in part by your ongoing operations performed for that insured. b.The Limit of Insurance applicable to the additional insured are those specified in the written contract or written agreement or the limits available under this policy,as stated in the Declara- tions,whichever are less.These limits are inclusive of and not in addition to the Limit of Insurance available under this policy. c.The insurance afforded to the additional insured does not apply to: (1)Liability arising out of the sole negligence of the additional insured; (2)"Bodily injury","property damage","personal and advertising injury",or defense coverage under the Supplementary Payments section of the policy arising out of an architect's,en- gineer's or surveyor's rendering of or failure to render any professional services including: 2016 Liberty Mutual Insurance BP 79 96 09 16 Page 3 of 4IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,with its permission. (a)The preparing or approving of maps,shop drawings,opinions,reports,surveys,field orders,change orders,or drawings and specifications;and (b)Supervisory,inspection,architectural or engineering activities. (3)Any "occurrence"that takes place after you cease to be a tenant in the premises described in the Declarations;or (4)Structural alterations,new construction or demolition operations performed by or for the person or organization designated in the Declarations. 3.Any coverage provided hereunder shall be excess over any other valid and collectible insurance avail- able to the additional insured whether primary,excess,contingent or on any other basis unless a contract specifically requires that this insurance be primary or you request that it apply on a primary basis. F.Newly Formed Or Acquired Organizations The following is added to Section C.Who Is An Insured: Any business entity acquired by you or incorporated or organized by you under the laws of any individual state of the United States of America over which you maintain majority ownership interest exceeding fifty percent.Such acquired or newly formed organization will qualify as a Named Insured if there is no similar insurance available to that entity.However: 1.Coverage under this provision is afforded only until the 180th day after the entity was acquired or incorporated or organized by you or the end of the policy period,whichever is earlier; 2.Section A.1.Business Liability does not apply to: a."Bodily injury"or "property damage"that occurred before the entity was acquired or incorporated or organized by you;and b."Personal and advertising injury"arising out of an offense committed before the entity was ac- quired or incorporated or organized by you. 3.Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership,joint venture or limited liability company that is not shown as a Named Insured in the Declarations. G.Aggregate Limits The following is added to Paragraph D.4.Aggregate Limits Liability and Medical Expenses Limits Of Insurance: 1.The Aggregate Limits apply separately to each of the "locations"owned by or rented to you or temporarily occupied by you with the permission of the owner. 2.The Aggregate Limits also apply separately to each of your projects away from premises owned by or rented to you. For the purpose of this endorsement only,"location"means premises involving the same or connect- ing lots,or premises whose connection is interrupted only by a street,roadway,waterway or right- of-way of a railroad. H.Duties In The Event Of Occurrence,Offense,Claim Or Suit 1.Paragraph E.2.a.Duties In The Event Of Occurrence,Offense,Claim Or Suit Liability And Medical Expenses General Condition applies only when the "occurrence"is known to any insured listed in Paragraph C.1.Who Is An Insured or any "employee"authorized by you to give or receive notice of an "occurrence"or claim. 2.Paragraph E.2.b.Duties In The Event Of Occurrence,Offense,Claim Or Suit Liability And Medical Expenses General Condition will not be considered breached unless the breach occurs after such claim or "suit"is known to any insured listed under Paragraph C.1.Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence"or claim. 2016 Liberty Mutual Insurance BP 79 96 09 16 Page 4 of 4IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,with its permission. I.Section F.Liability And Medical Expenses Definitions is modified as follows: 1.Paragraph F.3.is replaced by the following: 3."Bodily Injury"means bodily injury,sickness,disease,or incidental medical malpractice injury sustained by a person,and includes mental anguish resulting from any of these;and including death resulting from any of these at any time. 2.Paragraph F.9.is replaced by the following: 9."Insured contract"means: a.A contract for a lease of premises.However,that portion of the contract for a lease of prem- ises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; b.A sidetrack agreement; c.Any easement or license agreement,except in connection with construction or demolition operations on or within 50 feet of a railroad; d.An obligation,as required by ordinance,to indemnify a municipality,except in connection with work for a municipality; e.An elevator maintenance agreement; f.That part of any other contract or agreement pertaining to your business (including an indem- nification of a municipality in connection with work performed for a municipality)under which you assume the tort liability of another party to pay for "bodily injury"or "property damage" to a third person or organization,provided the "bodily injury"or "property damage"is caused,in whole or in part,by you or by those acting on your behalf.However,such part of a contract or agreement shall only be considered an "insured contract"to the extent your assumption of the tort liability is permitted by law.Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f.does not include that part of any contract or agreement: (1)That indemnifies a railroad for "bodily injury"or "property damage"arising out of con- struction or demolition operations,within 50 feet of any railroad property and affecting any railroad bridge or trestle,tracks,road-beds,tunnel,underpass or crossing; (2)That indemnifies an architect,engineer or surveyor for injury or damage arising out of: (a)Preparing,approving,or failing to prepare or approve,maps,shop drawings,opin- ions,reports,surveys,field orders,change orders or drawings and specifications;or (b)Giving directions or instructions,or failing to give them,if that is the primary cause of the injury or damage;or (3)Under which the insured,if an architect,engineer or surveyor,assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services,including those listed in (2)above and supervisory,inspection,architectural or engineering activities. 3.Paragraph F.14.b.Personal And Advertising Injury is replaced by the following: b.Malicious prosecution or abuse of process;