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CAG2024-448 - Original - Cooper Zietz Engineers, Inc DBA Akana - Meeker Street Multimodal, Kent Elementary and Meeker at 64th - 9/20/24
FOR CITY OF KENT OFFICIAL USE ONLY Sup/Mgr: Agreement Routing Form DirAsst: • For Approvals,Signatures and Records Management Dir/Dep: KENT This form combines&replaces the Request for Mayor's Signature and Contract Cover (optional) WASHINGTON Sheet forms. (Print on pink or cherry colored paper) Originator: Department: Karin Bayes for Eric Connor Public Works Date Sent: Date Required: c 09/18/2024 9/25/2024 Q Mayor or Designee to Sign. Date of Council Approval: Q Interlocal Agreement Uploaded to Website 9/17/2024 Budclet Account Number: Grant? Yes ✓ NoF-] R20097/ R20089 Budget?�✓ YesE]No Type: Federal 6i"Vendor Name: Category: Cooper Zietz Engineers, Inc. DBA Akana Contract Vendor Number: Sub-Category: Original 0 Project Name: Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection 3- Project Details: The Consultant shall provide Construction Management Services for the Meeker Street CMultimodal, Kent Elementary School and Meeker Street at 64th Avenue Intersection. Services will include contract administration, field observation, documentation and reporting. 40 C _ (11.111 Basis for Selection of Contractor: � Agreement $755 837 Other r *Memo to Mayormustbeattached A W i A Start Date: Upon Execution Termination Date: 12/31/2027 a Local Business? Yes F]No*If meets requirements per KCC 3.70.100,please complete"Vendor Purchase-Local Exceptions"form on Cityspace. Business License Verification: ❑Yes In-Process F1 Exempt(KCC 5.01.045) FlAuthorized Signer Verified Notice required prior to disclosure? Contract Number: Yes❑No CAG2024-448 Comments: N IM C C a, a Date Received:City Attorney: 9/18/24 Date Routed:Mayor's Office 9/19/24 City Clerk's Office adccW22373_7_20 Visit Documents.KentWA.gov to obtain copies of all agreements rev.20221201 • KENT W A S M I N G T O N DATE: September 17, 2024 TO: Kent City Council SUBJECT: Consultant Services Agreement with Akana for Construction Management Services — Authorize MOTION: I move to authorize the Mayor to sign a Consultant Services Agreement with Cooper Zietz Engineers Inc., DBA Akana, subject to final terms and conditions acceptable to the Public Works Director and City Attorney. SUMMARY: The Meeker Street Multimodal, Kent Elementary School and Meeker Street at 64th Avenue Intersection Project ("Project") combines two federally funded projects to extend the Meet Me on Meeker improvements from the 64th Avenue South intersection along the south side of Meeker Street through the Kent Elementary School frontage. At the Meeker Street and 64th Avenue intersection, the Project will construct curb bulb-outs, new cement concrete crosswalks, pedestrian scale illumination, and ADA curb ramps. The Meeker Street promenade will be extended 750' east of the intersection, including a cement concrete separated 2- way bicycle path, median islands, pedestrian lighting, landscaping, and a rapid flashing beacon with a raised mid-block pedestrian crossing. Cooper Zietz Engineers, Inc. is a construction management company that does business as "Akana." Through the proposed contract, Akana will provide a Resident Engineer, an Inspector, and subconsultants to perform contract administration, construction management, quality control, and inspection on this Federally funded project. Through the selection process, and following WSDOT Local Agency Guidelines, Akana was selected to provide these services, while City staff will manage existing construction projects. The Consultant Services Agreement with Akana is in an amount not to exceed $755,837. BUDGET IMPACT: This project will be paid for using Federal Highway Administration grant funds, with oversight provided by the Washington State Department of Transportation Highways and Local Programs office. SUPPORTS STRATEGIC PLAN GOAL: Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. ATTACHMENTS: 1. Akana - Consultant Services Agreement - Meeker Street (PDF) 09/03/24 Committee of the Whole MOTION PASSES RESULT: MOTION PASSES [UNANIMOUS]Next: 9/17/2024 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Toni Troutner, Councilmember AYES: Boyce, Boyd, Fincher, Larimer, Troutner Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Agreement Number: LA10108 /LA10357 Firm/Organization Legal Name (do not use dba's): Cooper Zietz Engineers Inc. DBA: Akana Address Federal Aid Number 50 116th Avenue SE, Suite 211, Bellevue, WA 98004 STPUL-1068(003) /TAP-1068(006) UBI Number Federal TIN or SSN Number 601-817-894 91-1753733 Execution Date Completion Date December 31, 2027 1099 Form Required Federal Participation ❑ Yes ❑✓ No Yes ❑ No Project Title Meeker Street Multimodal, Kent Elementary School and Meeker Street at 64th Avenue Intersection Description of Work The Consultant shall provide Construction Management Services for the Meeker Street Multimodal, Kent Elementary School and Meeker Street at 64th Avenue Intersection. Services will include contract administration, field observation, documentation, and reporting. For a description, see Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. 0 Yes 19% ❑ No DBE Participation Total Amount Authorized: ❑ Yes 0 No MBE Participation Management Reserve Fund: ❑ Yes ❑✓ No WBE Participation Maximum Amount Payable: $755,837 ❑ Yes ❑✓ No SBE Participation Index of Exhibits Exhibit A Scope of Work Exhibit B DBE Participation Exhibit C Preparation and Delivery of Electronic Engineering and Other Data Exhibit D Prime Consultant Cost Computations Exhibit E Sub-consultant Cost Computations Exhibit F Title VI Assurances Exhibit G Certification Documents &E bi u �z E�Ehivrri Exhibit J Consultant Claim Procedures Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 1 of 14 Revised 0210112021 THIS AGREEMENT, made and entered into as shown in the "Execution Date"box on page one (1) of this AGREEMENT, between the City of Kent , hereinafter called the "AGENCY," and the "Firm/Organization Name"referenced on page one (1) of this AGREEMENT, hereinafter called the "CONSULTANT." WHEREAS, the AGENCY desires to accomplish the work referenced in"Description of Work" on page one (1) of this AGREEMENT and hereafter called the "SERVICES;" and does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary SERVICES; and WHEREAS, the CONSULTANT represents that they comply with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish consulting services to the AGENCY. NOW, THEREFORE, in consideration of the terms, conditions, covenants, and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: I. General Description of Work The work under this AGREEMENT shall consist of the above-described SERVICES as herein defined, and necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor, and related equipment and, if applicable, sub-consultants and subcontractors necessary to conduct and complete the SERVICES as designated elsewhere in this AGREEMENT. II. General Scope of Work The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit"A" attached hereto and by this reference made a part of this AGREEMENT. The General Scope of Work was developed utilizing performance based contracting methodologies. III. General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress, and presentation meetings with the AGENCY and/or such State, Federal, Community, City, or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days' notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit"A." The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the SERVICES in sufficient detail so that the progress of the SERVICES can easily be evaluated. The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 2 of 14 Revised 02101/2021 Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required, per 49 CFR Part 26, shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the commencement of this AGREEMENT, the amounts authorized to each firm and their certification number will be shown on Exhibit `B" attached hereto and by this reference made part of this AGREEMENT. If the Prime CONSULTANT is a DBE certified firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY's "DBE Program Participation Plan" and perform a minimum of 30% of the total amount of this AGREEMENT. It is recommended, but not required, that non-DBE Prime CONSULTANTS perform a minimum of 30% of the total amount of this AGREEMENT. In the absents of a mandatory DBE goal, a voluntary SBE goal amount of ten percent of the Consultant Agreement is established. The Consultant shall develop a SBE Participation Plan prior to commencing work. Although the goal is voluntary, the outreach efforts to provide SBE maximum practicable opportunities are not. The CONSULTANT, on a monthly basis, shall enter the amounts paid to all firms (including Prime) involved with this AGREEMENT into the wsdot.diversitycompliance.com program. Payment information shall identify any DBE Participation. All Reports, PS&E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit "C — Preparation and Delivery of Electronic Engineering and other Data." All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for these SERVICES, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a part of this SERVICE, shall be without liability or legal exposure to the CONSULTANT. Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other party by (i) certified mail, return receipt requested, or(ii)by email or facsimile, to the address set forth below: If to AGENCY: If to CONSULTANT: Name: Eric Connor Name: Jeff Faunce Agency: City of Kent Agency: Cooper Zietz Engineers Inc. DBA: Akana Address: 220 4th Avenue S Address: 50 116th Avenue SE, Suite 211 City: Kent State: WA Zip: 98032 City: Bellevue State: WA Zip: 98004 Email: EConnor@kentwa.gov Email: Jeff.faunce@akana.us Phone: (253) 856-5533 Phone: (503) 652-9090 Facsimile: (253) 856-6500 Facsimile: N/A IV. Time for Beginning and Completion The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized in writing by the AGENCY. All work under this AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT titled"Completion Date." The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD, governmental actions, or other conditions beyond the control of the CONSULTANT. A prior supplemental AGREEMENT issued by the AGENCY is required to extend the established completion time. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Page 3 of 14 Agreement Revised 0210112021 V. Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete SERVICES, specified in Section II, "Scope of Work". The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). The estimate in support of the Cost Plus Fixed Fee amount is attached hereto as Exhibits "D" and"E" and by this reference made part of this AGREEMENT. A. Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis of the CONSULTANT'S actual cost plus a fixed fee. The actual cost shall include direct salary cost, indirect cost rate, and direct non-salary costs. 1. Direct(RAW) Labor Costs: The Direct(RAW) Labor Cost is the direct salary paid to principals, professional, technical, and clerical personnel for the time they are productively engaged in work necessary to fulfill the terms of this AGREEMENT. The CONSULTANT shall maintain support data to verify the direct salary costs billed to the AGENCY. 2. Indirect Cost Rate (ICR) Costs: ICR Costs are those costs, other than direct costs, which are included as such on the books of the CONSULTANT in the normal everyday keeping of its books. Progress payments shall be made at the ICR rates shown in attached Exhibits "D" and"E" of this AGREEMENT. Total ICR payment shall be based on Actual Costs. The AGENCY agrees to reimburse the CONSULTANT the actual ICR costs verified by audit, up to the Maximum Total Amount Payable, authorized under this AGREEMENT, when accumulated with all other Actual Costs. A summary of the CONSULTANT'S cost estimate and the ICR percentage is shown in Exhibits "D" and "E", attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT(prime and all A&E sub-consultants)will submit to the AGENCY within six (6) months after the end of each firm's fiscal year, an ICR schedule in the format required by the AGENCY(cost category, dollar expenditures, etc.) for the purpose of adjusting the ICR rate for billings received and paid during the fiscal year represented by the ICR schedule. It shall also be used for the computation of progress payments during the following year and for retroactively adjusting the previous year's ICR cost to reflect the actual rate. The ICR schedule will be sent to Email: ConsultantRates@wsdot.wa.gov. Failure to supply this information by either the prime CONSULTANT or any of their A&E sub-consultants shall cause the AGENCY to withhold payment of the billed ICR costs until such time as the required information is received and an overhead rate for billing purposes is approved. The AGENCY's Project Manager and/or the Federal Government may perform an audit of the CONSULTANT'S books and records at any time during regular business hours to determine the actual ICR rate, if they so desire. 3. Direct Non-Salary Costs: Direct Non-Salary Costs will be reimbursed at the Actual Cost to the CONSULTANT. (excluding Meals,which are reimbursed at the per diem rates identified in this section) These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and fees of sub-consultants. Air or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with WSDOT's Accounting Manual M 13-82, Chapter 10—Travel Rules and Procedures, and revisions thereto. Air, train, and rental car costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFR) Part 31.205-46 "Travel Costs."The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. All above charges must be necessary for the services provided under this AGREEMENT. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 4 of 14 Revised 02101/2021 4. Fixed Fee: The Fixed Fee, which represents the CONSULTANT'S profit, is shown in attached Exhibits "D" and"E" of this AGREEMENT. This fee is based on the Scope of Work defined in this AGREEMENT and the estimated person-hours required to perform the stated Scope of Work. In the event the CONSULTANT enters into a supplemental AGREEMENT for additional work, the supplemental AGREEMENT may include provisions for the added costs and an appropriate additional fee. The Fixed Fee will be prorated and paid monthly in proportion to the percentage of work completed by the CONSULTANT and reported in the Monthly Progress Reports accompanying the billings. Any portion of the Fixed Fee earned but not previously paid in the progress payments will be covered in the final payment, subject to the provisions of Section IX entitled"Termination of Agreement." 5. Management Reserve Fund(MRF): The AGENCY may desire to establish MRF to provide the Agreement Administrator with the flexibility to authorize additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing and shall not exceed the lesser of$100,000 or 10% of the Total Amount Authorized as shown in the heading of this AGREEMENT. The amount included for the MRF is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the MRF shall be made in accordance with Section XIII, "Extra Work." 6. Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the MRF. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIII, "Extra Work."No minimum amount payable is guaranteed under this AGREEMENT. B. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement of Actual Costs plus the ICR and calculated fee on a monthly basis during the progress of the work. Such billings shall be in a format approved by the AGENCY and accompanied by the monthly progress reports required under Section II1, "General Requirements" of this AGREEMENT. The billings will be supported by an itemized listing for each item including Direct(RAW) Labor, Direct Non-Salary, and allowable ICR Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed Direct(RAW) Labor costs for CONSULTANT employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, Direct(RAW) Labor rates, and present duties of those employees performing work on the PROJECT at the time of the interview. C. Final Payment: Final Payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after the completion of the work under this AGREEMENT, contingent, if applicable, upon receipt of all PS&E, plans, maps, notes, reports, electronic data and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such Final Payment by the CONSULTANT shall constitute a release of all claims for payment, which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit; all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty(30) calendar days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20)working days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 5 of 14 Revised 02101/2021 D. Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection by representatives of the AGENCY and the United States, for a period of six (6)years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this AGREEMENT is initiated before the expiration of the six (6)year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. An interim or post audit may be performed on this AGREEMENT. The audit, if any,will be performed by the State Auditor,WSDOT's Internal Audit Office and/or at the request of the AGENCY's Project Manager. VI. Sub-Contracting The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit"A" attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without prior written permission of the AGENCY. No permission for subcontracting shall create, between the AGENCY and sub-consultant, any contract or any other relationship. Compensation for this sub-consultant SERVICES shall be based on the cost factors shown on Exhibit"E" attached hereto and by this reference made part of this AGREEMENT. The SERVICES of the sub-consultant shall not exceed its maximum amount payable identified in each sub- consultant cost estimate unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, indirect cost rate, direct non-salary costs and fixed fee costs for the sub-consultant shall be negotiated and substantiated in accordance with section V"Payment Provisions"herein and shall be memorialized in a final written acknowledgement between the parties. All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require each sub-consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the STATE's Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT, sub-recipient, or sub-consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT, which may result in the termination of this AGREEMENT or such other remedy as the recipient deems appropriate. VII. Employment and Organizational Conflict of Interest The CONSULTANT warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage,brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion, to deduct from this AGREEMENT price or consideration or otherwise recover the full amount of such fee, commission, percentage,brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen's Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 6 of 14 Revised 02101/2021 Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a third party as a consequence of any act or omission on the part of the CONSULTANT's employees or other persons while so engaged on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during the period of this AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly retired employees, without written consent of the public employer of such person if he/she will be working on this AGREEMENT for the CONSULTANT. VIII. Nondiscrimination During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, sub-consultants, subcontractors and successors in interest, agrees to comply with the following laws and regulations: • Title VI of the Civil Rights Act of 1964 • Civil Rights Restoration Act of 1987 (42 U.S.C. Chapter 21 Subchapter V § 2000d (Public Law 100-259) through 2000d-4a) • American with Disabilities Act of 1990 • Federal-aid Highway Act of 1973 (42 U.S.C. Chapter 126 § 12101 et. seq.) (23 U.S.C. Chapter 3 § 324) • 23 CFR Part 200 • Rehabilitation Act of 1973 • 49 CFR Part 21 (29 U.S.C. Chapter 16 Subchapter V § 794) • 49 CFR Part 26 • Age Discrimination Act of 1975 • RCW 49.60.180 (42 U.S.C. Chapter 76 § 6101 et. seq.) In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit"F" attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit"F" in every sub-contract, including procurement of materials and leases of equipment,unless exempt by the Regulations or directives issued pursuant thereto. IX. Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time with or without cause upon ten (10) days written notice to the CONSULTANT. In the event this AGREEMENT is terminated by the AGENCY, other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT for actual hours charged and any appropriate fixed fee percentage at the time of termination of this AGREEMENT,plus any direct non-salary costs incurred up to the time of termination of this AGREEMENT. No payment shall be made for any SERVICES completed after ten (10) days following receipt by the CONSULTANT of the notice to terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth in paragraph two (2) of this section, then no final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. In the event of a termination for default, the amount to be paid to the CONSULTANT shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 7 of 14 Revised 02101/2021 date of termination, whether that SERVICE is in a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the SERVICES required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES performed at the time of termination. Under no circumstances shall payment made under this subsection exceed the amount, which would have been made using the formula set forth in paragraph two (2) of this section. If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT's failure to perform is without the CONSULTANT's or its employee's fault or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs and appropriate fixed fee percentage in accordance with the termination for other than default clauses listed previously. The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any member, partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT's supervisory and/or other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee. The CONSULTANT shall also notify the AGENCY, in writing, in the event of the sale or transfer of 50% or more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s) of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as set forth in the second and third paragraphs of this section. Payment for any part of the SERVICES by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform SERVICES required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT. X. Changes of Work The CONSULTANT shall make such changes and revisions in the completed work of this AGREEMENT as necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed SERVICES or parts thereof changed or revised, the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be considered as Extra Work and will be paid for as herein provided under section XIII "Extra Work." XI. Disputes Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing within 10 days to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT; provided however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer's decision, that decision shall be subject to judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit"J". In the event that either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this AGREEMENT, this action shall be initiated in the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties have the right of appeal from such decisions of the Superior Court in accordance with the laws of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 8 of 14 Revised 02101/2021 XII. Legal Relations The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes,regulations and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall defend, indemnify, and hold The State of Washington(STATE) and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the negligence of, or the breach of any obligation under this AGREEMENT by, the CONSULTANT or the CONSULTANT's agents, employees, sub consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable; provided that nothing herein shall require a CONSULTANT to defend or indemnify the STATE and the AGENCY and their officers and employees against and hold harmless the STATE and the AGENCY and their officers and employees from claims, demands or suits based solely upon the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their agents, officers, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the STATE and/or the AGENCY may be legally liable; and provided further that if the claims or suits are caused by or result from the concurrent negligence of(a)the CONSULTANT or the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally liable, and(b) the STATE and/or AGENCY, their agents, officers, employees, sub-consultants, subcontractors and or vendors, of any tier, or any other persons for whom the STATE and or AGENCY may be legally liable, the defense and indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT's negligence or the negligence of the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any AGREEMENT between CONSULTANT and any sub-consultant, subcontractor and vendor, of any tier. The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable, in performance of the Work under this AGREEMENT or arising out of any use in connection with the AGREEMENT of methods, processes, designs, information or other items furnished or communicated to STATE and/or the AGENCY, their agents, officers and employees pursuant to the AGREEMENT; provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents,proprietary information, know-how, copyright rights or inventions resulting from STATE and/or AGENCY'S, their agents', officers'and employees'failure to comply with specific written instructions regarding use provided to STATE and/or AGENCY,their agents, officers and employees by the CONSULTANT, its agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. The CONSULTANT's relation to the AGENCY shall be at all times as an independent contractor. Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole discretion,by written notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW; or any similar statute involving the CONSULTANT in the procurement of, or performance under, this AGREEMENT. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT's own employees or its agents against the STATE and/or the AGENCY and, solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. This waiver has been mutually negotiated between the Parties. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 9 of 14 Revised 02101/2021 Unless otherwise specified in this AGREEMENT, the AGENCY shall be responsible for administration of construction contracts, if any, on the project. Subject to the processing of a new sole source, or an acceptable supplemental AGREEMENT, the CONSULTANT shall provide On-Call assistance to the AGENCY during contract administration. By providing such assistance, the CONSULTANT shall assume no responsibility for: proper construction techniques,job site safety, or any construction contractor's failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of this AGREEMENT, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A. Worker's compensation and employer's liability insurance as required by the STATE. B. Commercial general liability insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum limits of one million dollars ($1,000,000.00)per occurrence and two million dollars ($2,000,000.00) in the aggregate for each policy period. C. Business auto liability insurance written under ISO Form CG 00 01 10 01 or equivalent providing coverage for any"Auto" (Symbol 1)used in an amount not less than a one million dollar($1,000,000.00) combined single limit for each occurrence. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance, the STATE and AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub- consultant and/or subcontractor as an additional insured(the "AIs"), with no restrictions or limitations concerning products and completed operations coverage. This coverage shall be primary coverage and non-contributory and any coverage maintained by the AIs shall be excess over, and shall not contribute with, the additional insured coverage required hereunder. The CONSULTANT's and the sub-consultant's and/or subcontractor's insurer shall waive any and all rights of subrogation against the AIs. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen(14) days of the execution of this AGREEMENT to: Name: Eric Connor Agency: City of Kent Address: 220 4th Avenue S City: Kent State: WA Zip: 98032 Email: EConnor@kentwa.gov Phone: (253) 856-5566 Facsimile: (253) 586-6500 No cancellation of the foregoing policies shall be effective without thirty(30) days prior notice to the AGENCY. The CONSULTANT's professional liability to the AGENCY, including that which may arise in reference to section IX "Termination of Agreement" of this AGREEMENT, shall be limited to the accumulative amount of the authorized AGREEMENT amount or one million dollars ($1,000,000.00), whichever is greater, unless the limit of liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT's professional liability to third parties be limited in any way. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 10 of 14 Revised 02101/2021 The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party, and no third party beneficiary is intended or created by the execution of this AGREEMENT. The AGENCY will pay no progress payments under section V"Payment Provisions"until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIII. Extra Work A. The AGENCY may at any time,by written order, make changes within the general scope of this AGREEMENT in the SERVICES to be performed. B. If any such change causes an increase or decrease in the estimated cost of, or the time required for, performance of any part of the SERVICES under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of this AGREEMENT, the AGENCY shall make an equitable adjustment in the: (1)maximum amount payable; (2) delivery or completion schedule, or both; and(3) other affected terms and shall modify this AGREEMENT accordingly. C. The CONSULTANT must submit any"request for equitable adjustment,"hereafter referred to as "CLAIM," under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of this AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the section XI "Disputes" clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E. Notwithstanding the terms and conditions of paragraphs (A.) and(B.) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XIV. Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XV. Federal Review The Federal Highway Administration shall have the right to participate in the review or examination of the SERVICES in progress. XVI. Certification of the Consultant and the Agency Attached hereto as Exhibit"G-1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "G-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit"G-3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit"G-4" Certificate of Current Cost or Pricing Data. Exhibit"G-3" is required only in AGREEMENT's over one hundred thousand dollars ($100,000.00) and Exhibit"G-4" is required only in AGREEMENT's over five hundred thousand dollars ($500,000.00.)These Exhibits must be executed by the CONSULTANT, and submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III "General Requirements"prior to its performance of any SERVICES under this AGREEMENT. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 11 of 14 Revised 02101/2021 XVII. Complete Agreement This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement, representation,promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as a supplement to this AGREEMENT. XVIII. Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and AGREEMENT's contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and conditions thereof. XIX. Protection of Confidential Information The CONSULTANT acknowledges that some of the material and information that may come into its possession or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt from disclosure to the public or other unauthorized persons under either chapter 42.56 RCW or other local, state or federal statutes ("State's Confidential Information"). The "State's Confidential Information" includes, but is not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers, financial profiles, credit card information, driver's license numbers, medical data, law enforcement records (or any other information identifiable to an individual), STATE and AGENCY source code or object code, STATE and AGENCY security data, non-public Specifications, STATE and AGENCY non-publicly available data,proprietary software, State security data, or information which may jeopardize any part of the project that relates to any of these types of information. The CONSULTANT agrees to hold the State's Confidential Information in strictest confidence and not to make use of the State's Confidential Information for any purpose other than the performance of this AGREEMENT, to release it only to authorized employees, sub-consultants or subcontractors requiring such information for the purposes of carrying out this AGREEMENT, and not to release, divulge, publish, transfer, sell, disclose, or otherwise make it known to any other party without the AGENCY's express written consent or as provided by law. The CONSULTANT agrees to release such information or material only to employees, sub-consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and managerial safeguards to prevent unauthorized access to the State's Confidential Information. Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY's option: (i) certify to the AGENCY that the CONSULTANT has destroyed all of the State's Confidential Information; or(ii) returned all of the State's Confidential Information to the AGENCY; or(iii) take whatever other steps the AGENCY requires of the CONSULTANT to protect the State's Confidential Information. As required under Executive Order 00-03, the CONSULTANT shall maintain a log documenting the following: the State's Confidential Information received in the performance of this AGREEMENT; the purpose(s) for which the State's Confidential Information was received; who received, maintained and used the State's Confidential Information; and the final disposition of the State's Confidential Information. The CONSULTANT's records shall be subject to inspection, review, or audit upon reasonable notice from the AGENCY. The AGENCY reserves the right to monitor, audit, or investigate the use of the State's Confidential Information collected, used, or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing, or investigating may include, but is not limited to, salting databases. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 12 of 14 Revised 02101/2021 Violation of this section by the CONSULTANT or its sub-consultants or subcontractors may result in termination of this AGREEMENT and demand for return of all State's Confidential Information, monetary damages, or penalties. It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which is proprietary and/or confidential during the term of this AGREEMENT. The parties agree to maintain the confidentiality of such information during the term of this AGREEMENT and afterwards. All materials containing such proprietary and/or confidential information shall be clearly identified and marked as "Confidential" and shall be returned to the disclosing party at the conclusion of the SERVICES under this AGREEMENT. The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential and/or proprietary in nature: (a) at the commencement of the term of this AGREEMENT; or(b) as soon as such confidential or proprietary material is developed. "Proprietary and/or confidential information" is not meant to include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is rightfully disclosed to one of the parties by a third party that is not acting as an agent or representative for the other parry; (iii) is independently developed by or for the other party; (iv) is publicly known; or(v) is generally utilized by unaffiliated third parties engaged in the same business or businesses as the CONSULTANT. The parties also acknowledge that the AGENCY is subject to Washington State and federal public disclosure laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/ or confidential or otherwise exempt, unless such disclosure is required under applicable state or federal law. If a public disclosure request is made to view materials identified as "Proprietary and/or confidential information" or otherwise exempt information, the AGENCY will notify the CONSULTANT of the request and of the date that such records will be released to the requester unless the CONSULTANT obtains a court order from a court of competent jurisdiction enjoining that disclosure. If the CONSULTANT fails to obtain the court order enjoining disclosure, the AGENCY will release the requested information on the date specified. The CONSULTANT agrees to notify the sub-consultant of any AGENCY communication regarding disclosure that may include a sub-consultant's proprietary and/or confidential information. The CONSULTANT notification to the sub-consultant will include the date that such records will be released by the AGENCY to the requester and state that unless the sub-consultant obtains a court order from a court of competent jurisdiction enjoining that disclosure the AGENCY will release the requested information. If the CONSULTANT and/or sub-consultant fail to obtain a court order or other judicial relief enjoining the AGENCY by the release date, the CONSULTANT shall waive and release and shall hold harmless and indemnify the AGENCY from all claims of actual or alleged damages, liabilities, or costs associated with the AGENCY's said disclosure of sub-consultants' information. XX. Records Maintenance During the progress of the Work and SERVICES provided hereunder and for a period of not less than six (6) years from the date of final payment to the CONSULTANT, the CONSULTANT shall keep, retain and maintain all "documents"pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all "documents" pertaining to the SERVICES provided hereunder shall be made available for review at the CONSULTANT's place of business during normal working hours. If any litigation, claim or audit is commenced, the CONSULTANT shall cooperate with AGENCY and assist in the production of all such documents. "Documents" shall be retained until all litigation, claims or audit findings have been resolved even though such litigation, claim or audit continues past the six(6) year retention period. For purposes of this AGREEMENT, "documents"means every writing or record of every type and description, including electronically stored information (`BSI"), that is in the possession, control, or custody of the CONSULTANT, including, without limitation, any and all correspondences, contracts,AGREEMENT `s, appraisals, plans, designs, data, surveys, maps, spreadsheets, memoranda, stenographic or handwritten notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records, work sheets, charts, notes, drafts, scribblings, recordings, visual displays,photographs, minutes of meetings, Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 13 of 14 Revised 02101/2021 tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or telephone conversations, and any and all other taped, recorded,written, printed or typed matters of any kind or description; every copy of the foregoing whether or not the original is in the possession, custody, or control of the CONSULTANT, and every copy of any of the foregoing, whether or not such copy is a copy identical to an original, or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original. For purposes of this AGREEMENT, "ESI" means any and all computer data or electronic recorded media of any kind, including "Native Files", that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. ESI may include information and/or documentation stored in various software programs such as: Email, Outlook,Word, Excel,Access, Publisher, PowerPoint,Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the CONSULTANT may use in the performance of its operations. ESI may be located on network servers,backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks,work computers, cell phones, laptops or any other electronic device that CONSULTANT uses in the performance of its Work or SERVICES hereunder, including any personal devices used by the CONSULTANT or any sub-consultant at home. "Native files" are a subset of ESI and refer to the electronic format of the application in which such ESI is normally created, viewed, and/or modified. The CONSULTANT shall include this section XX "Records Maintenance" in every subcontract it enters into in relation to this AGREEMENT and bind the sub-consultant to its terms, unless expressly agreed to otherwise in writing by the AGENCY prior to the execution of such subcontract. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date"box on page one (1) of this AGREEMENT. Oliver.Timoth ,J�O Digitally signed by Y 01iver.Timothy.J.ORC3020001812 RC3020001812.I D Date:2024.09.06 07:33:34-07'00' Signature Date plgtu_r?,_ 09/19/2024 Date Any modification, change, or reformation of this AGREEMENTshall require approval as to form by the Office of the Attorney General. Agreement Number: LA10108 /LA10357 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 14 of 14 Revised 02101/2021 A CERTIFICATE OF LIABILITY INSURANCE DAT9/11/2024 Y) 09/11/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Parker,Smith&Feek Insurance,LLC. PHONE 503-416-6870 FAX, 503-928-6841 E-MAIL 200 SW Market Street,Suite 750 A/C Ext: A/C No L Portland,OR 97201 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: RLI Insurance Company INSURED Cooper Zietz Engineers Inc DBA:Akana INSURER B: Pacific Insurance Company LTD 6400 SE Lake Rd,Suite 270 INSURER C: Portland,OR 97222 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP YYY YYY LIMITS LTR INSR WVD POLICY NUMBER MM/DD/Y MM/DD/Y A GENERAL LIABILITY PSB0008735 03/06/2024 03/06/2025 EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTED 1,000,000 X COMMERCIAL GENERAL LIABILITY X X PREMISES Ea occurrence $ CLAIMS-MADE [XI OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 4,000,000 POLICY X PRO- X LOC $ IMIINIDJECT A AUTOMOBILE LIABILITY PSA0002860 03/06/2024 03/06/2025 Ea accc dentSINGLE LIMIT $ 1 O()0 000 X ANY AUTO X X Auto BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS Per accident UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PSW0004851 X WC STATU- CER A AND EMPLOYERS'LIABILITY Y/N 03/06/2024 03/06/2025 TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE Work Comp including E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? ❑ N/A WAND Stop Gap (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ B Professional Liability 130HO6245612401 03/06/2024 03/06/2025 $1 M per claim/$1 M Agg Professional Liability Pollution Liab. DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) Agreement Number: LA1 01 08/LA1 0357. City of Kent and The state and Agency,Their officers,employees,and agents are additional insureds on the general liability and automobile policies per the attached endorsements/forms... (See Attached Description) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Kent 220 4th Avenue S 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 1 of 11 (PVE00) DESCRIPTIONS (Continued from Page 1 ) Coverage is primary and non-contributory on the general liability and automobile policies per the attached endorsements/forms. Waiver of subrogation applies on the general liability and automobile policies per the attached endorsements/forms. Notice of cancellation for the general liability policy per the attached form. 2 of 11 (PVE00) Policy Number: PSB0008735 RLI Insurance Company Named Insured:Cooper Zietz Engineers, Inc. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM-SECTION II—LIABILITY 1. C. WHO IS AN INSURED is amended to include as additional insured under this policy must apply on a an additional insured any person or organization that primary basis, or a primary and non-contributory you agree in a contract or agreement requiring basis, this insurance is primary to other insurance insurance to include as an additional insured on this that is available to such additional insured which policy, but only with respect to liability for "bodily covers such additional insured as a named insured, injury", "property damage" or "personal and and we will not share with that other insurance, advertising injury" caused in whole or in part by you provided that.- or those acting on your behalf: a. The "bodily injury" or "property damage" for a. In the performance of your ongoing operations; which coverage is sought occurs after you have b. In connection with premises owned by or rented entered into that contract or agreement; or to you; or b. The "personal and advertising injury" for which c. In connection with "your work" and included coverage is sought arises out of an offense committed after you have entered into that within the "product-completed operations contract or agreement. hazard". 2. The insurance provided to the additional insured by 4. The following is added to SECTION III K. 2. this endorsement is limited as follows: Transfer of Rights of Recovery Against Others to Us — COMMON POLICY CONDITIONS (BUT a. This insurance does not apply on any basis to APPLICABLE TO ONLY TO SECTION II — any person or organization for which coverage LIABILITY) as an additional insured specifically is added by We waive any rights of recovery we may have another endorsement to this policy. against any person or organization because of b. This insurance does not apply to the rendering payments we make for "bodily injury", "property of or failure to render any "professional damage" or "personal and advertising injury" arising services". out of "your work" performed by you, or on your c. This endorsement does not increase any of the behalf, under a contract or agreement with that limits of insurance stated in D. Liability And person or organization. We waive these rights only Medical Expenses Limits of Insurance. where you have agreed to do so as part of a contract or agreement with such person or 3. The following is added to SECTION III H.2. Other organization entered into by you before the "bodily Insurance — COMMON POLICY CONDITIONS injury" or"property damage" occurs, or the "personal (BUT APPLICABLE ONLY TO SECTION II — and advertising injury"offense is committed. LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304 02 12 Page 1 of 1 With respect to "bodily injury"to"employees"of c. Verbal notice. the insured whose employment is subject to Upon receipt of such notice, we will the Industrial Insurance Act of Washington, cancel this Policy or any binder issued Paragraph BA.e. Employer's Liability is as evidence of coverage, effective on replaced by the following: the later of the following: e. Employer's Liability a. The date on which notice is received (1) "Bodily injury" to an "employee" of the or the Policy or binder is insured arising out of and in the course surrendered; or of: b. The date of cancellation requested (a) Employment by the insured; or by the first Named Insured. (b) Performing duties related to the 2. We may cancel this Policy by mailing or conduct of the insured's business. delivering to the first Named Insured (2) Any obligation to share damages with or and the first Named Insured's agent or repay someone else who must pay broker written notice of cancellation at damages because of the injury. least: This exclusion does not apply to liability a. Five days before the effective date of assumed by the insured under an "insured cancellation for any structure where contract". two or more of the following conditions exist: 2. Paragraph 2.a.(1) under C. Who Is An Insured applies only to "employees" of the (1) Without reasonable explanation, insured whose employment is not subject to the structure is unoccupied for the Industrial Insurance Act of Washington more than 60 consecutive days, (Washington Revised Code Title 51). or at least /o of the rental units are unoccupied for more than With respect to "employees" of the insured 120 consecutive days, unless the whose employment is subject to the Industrial structure is maintained for Insurance Act of Washington, Paragraph seasonal occupancy or is under C.2.a.(1) is replaced by the following: construction or repair; (1) "Bodily injury"or"personal injury": (2) Without reasonable explanation, (a) To you, to your partners or members progress toward completion of (if you are a partnership or joint permanent repairs to the venture), to your members (if you are structure has not occurred within a limited liability company), or to a 60 days after receipt of funds co-"employee" while that co- following satisfactory adjustment "employee" is either in the course of or adjudication of loss resulting his or her employment or performing from a fire; duties related to the conduct of your (3) Because of its physical condition, business; or the structure is in danger of (b) For which there is any obligation to collapse; share damages with or repay (4) Because of its physical condition, someone else who must pay a vacation or demolition order damages because of the injury has been issued for the structure, described in Paragraph (1)(a). or it has been declared unsafe in C. Section III — Common Policy Conditions is accordance with applicable law; amended as follows: (5) Fixed and salvageable items 1. Paragraph A. Cancellation is replaced by the have been removed from the following, structure, indicating an intent to A. Cancellation vacate the structure; 1. The first Named Insured shown in the (6) Without reasonable explanation, Declarations may cancel this Policy by heat, water, sewer and electricity notifying us or the insurance producer in are not furnished for the structure one of the following ways: for 60 consecutive days: or a. Written notice by mail, fax or e-mail; (7) The structure is not maintained in substantial compliance with fire, b. Surrender of the Policy or binder;or safety and building codes. BP 0106 03 15 0 Insurance Services Office, Inc.. 2014 Page 5 of 7 b. 10 days before the effective date of b. If there is other insurance covering the cancellation if we cancel for same loss or damage, other than that nonpayment of premium. described in a. above, we will pay only c. 45 days before the effective date of for the amount of covered loss or cancellation if we cancel for any damage in excess of the amount due other reason. from that other insurance, whether you can collect on it or not. But we will not 3. We will mail or deliver our notice stating pay more than the applicable Limit of the actual reason for cancellation to the Insurance, first Named Insured and the first Named Insured's agent or broker at their last 3. Paragraph 3. under I. Premiums is replaced mailing addresses known to us. by the following: 4. We will also mail or deliver to any 3. The premium must be: mortgageholder. pledgee or other a. Paid to us prior to the anniversary date: person shown in this Policy to have an and interest in any loss which may occur b. Determined in accordance with under this Policy, at their last mailing Paragraph 2.above. address known to us, written notice of cancellation prior to the effective date of Our forms then in effect will apply. If you do cancellation. If cancellation is for not pay the continuation premium, this reasons other than those contained in Policy will expire on the first anniversary Paragraph A.2.a. above, this notice will date that we have not received the be the same as that mailed or delivered premium. to the first Named Insured. If 4. The following paragraph is added: cancellation is for a reason contained in M. Nonrenewal Paragraph A.2.a. above, we will mail or deliver this notice at least 20 days prior We may elect not to renew this Policy by to the effective date of cancellation. mailing or delivering written notice of 5. Notice of cancellation will state the nonrenewal, stating the reasons for effective date of cancellation. The policy nonrenewal, to the first Named Insured and period will end on that date. the first Named Insured's agent or broker, at their last mailing addresses known to us. 6. If this Policy is cancelled, we will send We will also mail to any mortgageholder, the first Named Insured any premium pledgee or other person shown in this refund due. If we cancel, the refund will Policy to have an interest in any loss which be pro rata. If the first Named Insured may occur under this Policy, at their last cancels, the refund will be at least 90% mailing address known to us, written notice of the pro rata refund. The cancellation of nonrenewal. We will mail or deliver these will be effective even if we have not notices at least 45 days before the: made or offered a refund. a. Expiration of the Policy; or 7. If notice is mailed, proof of mailing will b. Anniversary date of this Policy if this be sufficient proof of notice. Policy has been written for a term of 2. Paragraph 1. under H. Other Insurance is more than one year. replaced by the following: If notice is mailed, proof of mailing will 1. With respect to insurance provided under be sufficient proof of notice. Section I—Property: a. You may have other insurance subject to the same plan, terms, conditions and provisions as the insurance under this Policy. If you do, we will pay our share of the covered loss or damage. Our share is the proportion that the applicable Limit of Insurance under this Policy bears to the Limits of Insurance of all insurance covering on the same basis. Page 6 of 7 a Insurance Services Office, Inc., 2014 BP 0106 03 15 THIS PAGE INTENTIONALLY LEFT BLANK 6 of 14 BNBUINC(MVE00) S. Waiver Of Transfer Of Rights Of Recovery b. Ongoing and completed operations per- Against Others To Us formed by you, or on your behalf, under a SECTION III — COMMON POLICY CONDITIONS contract or agreement with that person or Paragraph K.2. Transfer of Rights of Recovery organization; Against Others to Us (BUT APPLICABLE ONLY c. Your"work"; or TO SECTION II — LIABILITY) is deleted and d. "Your products". replaced by the following: 2. Applicable to Business Liability Coverage: We waive these rights only where you have agreed to do so as part of a contract or agree- We waive any rights of recovery we may have ment entered into by you before the "bodily against any person or organization because of injury' or "property damage" occurs or the payments we make for "bodily injury", "property "personal and advertising injury" offense is damage", "personal injury and advertising injury" committed. arising out of: a. Premises owned by you, temporarily occu- pied by you with permission of the owner, or leased or rented to you; ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 316 11 13 Page 7 of 7 7 of 11 (PVE00) This endorsement modifies insurance provided under the following; BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured of the operations contemplated by such contract. The The following is added to the SECTION II — waiver applies only to the person or organization COVERED AUTOS LIABILITY COVERAGE, Para- designated in such contract. graph A.1. Who Is An Insured Provision: E. Employee Hired Autos Any business entity newly acquired or formed by you 1. The following is added to the SECTION 11 — during the policy period, provided you own fifty COVERED AUTOS LIABILITY COVERAGE, percent(50%)or more of the business entity and the Paragraph A.I.Who Is An Insured Provision: business entity is not separately insured for Bus-iness An "employee" of yours is an "insured" while Auto Coverage. Coverage is extended up to a operating an "auto" hired or rented under a maximum of one hundred eighty(180)days following contract or agreement in that"employee's'name, the acquisition or formation of the business entity. with your permission, while performing duties This provision does not apply to any person or related to the conduct of your business. organization for which coverage is excluded by 2. Changes In General Conditions: endorsement. B. Employees As Insureds Paragraph 5.b. of the Other Insurance Con- dition in the BUSINESS AUTO CONDITIONS is The following is added to the SECTION Il — deleted and replaced with the following: COVERED AUTOS LIABILITY COVERAGE, Para- b. For Hired Auto Physical Damage Coverage, graph A.1. Who Is An Insured Provision: the following are deemed to be covered Any"employee"of yours is an"insured"while using a "autos"you own: covered "auto" you don't own, hire or borrow in your (1) Any covered "auto" you lease, hire, rent business or your personal affairs. or barrow; and C. Blanket Additional Insured (2) Any covered "auto" hired or rented by The following is added to the SECTION II — your "employee" under a contract in that COVERED AUTOS LIABILITY COVERAGE, Para- individual "employee's" name, with your graph A.I.Who Is An Insured Provision: permission, while performing duties Any person or organization that you are required to related to the conduct of your business. However, any"auto"that is leased, hired, include as an additional insured on this coverage form rented or borrowed with a driver is not a in a contract or agreement that is executed by you before the"bodily injury"or"property damage"occurs covered "auto"_ is an "insured" for liability coverage, but only for F. Fellow Employee Coverage damages to which this insurance applies and only to SECTION Il — COVERED AUTOS LIABILITY the extent that person or organization qualifies as an COVERAGE, Exclusion B.5, does not apply if you "insured" under the Who Is An Insured provision have workers compensation insurance in-force contained in SECTION II — COVERED AUTOS covering all of your employees. LIABILITY COVERAGE. The insurance provided to the additional insured will G: Auto Loan Lease Gap Coverage be. on a primary and non-contributory basis to the SECTION III — PHYSICAL DAMAGE COVERAGE, additional insured's own business auto coverage if C. Limit Of Insurance, is amended by the addition of you are required to do so in a contract or agreement the following: that is executed by you before the "bodily injury" or In the event of a total"loss"to a covered"auto"shown "property damage"occurs. in the Schedule of Declarations, we will pay any D. Blanket Waiver Of Subrogation unpaid amount due on the lease or loan for a covered "auto", less.- The following is added to the SECTION IV — BUSI- 1. The amount paid under the PHYSICAL NESS AUTO CONDITIONS,A. Loss Conditions, 5. DAMAGE.COVERAGE section of the policy;.and Transfer Of Rights Of Recovery Against Others To Us: 2. Any: We waive any right of recovery we may have against a. Overdue lease/loan payments at the time of any person or organization to the extent required of the "loss"; you by a contract executed prior to any "accident" or "loss", provided that the"accident"or"loss"arises out PPA 300 03 13 Page 2 of 5 (3) Cooperate with us in the investigation or 5. Transfer Of Rights Of Recovery Against settlement of the claim or defense Others To Us against the"suit". If any person or organization to or for whom we (4) Authorize us to obtain medical records make payment under this Coverage Form has or other pertinent information. rights to recover damages from another, those (5) Submit to examination, at our expense, rights are transferred to us. That person or by physicians of our choice, as often as organization must do everything necessary to we reasonably require. secure our rights and must do nothing after c. If there is "loss" to a covered "auto" or its "accident"or"loss" to impair them. equipment, you must also do the following: B. General Conditions (1) Promptly notify the police if the covered 1- Bankruptcy "auto"or any of its equipment is stolen, Bankruptcy or insolvency of the"insured"or the (2) Take all reasonable steps to protect the 1nsured's" estate will not relieve us of any covered "auto" from further damage. obligations under this Coverage Form. Also keep a record of your expenses for 2. Concealment, Misrepresentation Or Fraud consideration in the settlement of the This Coverage Form is void in any case of claim. fraud by you at any time as it relates to this (3) Permit us to inspect the covered "auto" Coverage Form. It is also void if you or any and records proving the "loss" before its other "insured", at any time, intentionally repair or disposition_ conceals or misrepresents a material fact (4) Agree to examinations under oath at our concerning: request and give us a signed statement a. This Coverage Form; of your answers. b. The covered "auto'; 3. Legal Action Against Us c. Your interest in the covered"auto'; or No one may bring a legal action against us d. A claim under this Coverage Form. under this Coverage Form until: 3. Liberalization a. There has been full compliance with all the terms of this Coverage Form; and If we revise this Coverage Form to provide more coverage without additional premium b. Under Covered Autos Liability Coverage, charge. your policy will automatically provide we agree in writing that the"insured"has an the additional coverage as of the day the obligation to pay or until the amount of that revision is effective in your state. obligation has finally been determined by judgment after trial. No one has the right 4. No Benefit To Bailee—Physical Damage under this Policy to bring us into an action Coverages to determine the"insured's" liability. We will not recognize any assignment or grant 4. Loss Payment—Physical Damage any coverage for the benefit of any person or Coverages organization holding, storing or transporting property for a fee regardless of any other At our option,we may: provision of this Coverage Form. a. Pay for, repair or replace damaged or 5. Other Insurance stolen property; a. For any covered "auto" you own, this b. Return the stolen property. at our expense. Coverage Form provides primary We will pay for any damage that results to insurance. For any covered "auto" you don't the"auto"from the theft; or own, the insurance provided by this c. Take all or any part of the damaged or Coverage Form is excess over any other stolen property at an agreed or appraised collectible insurance. However, while a value. covered "auto" which is a "trailer' is If we pay for the "loss", our payment will connected to another vehicle, the Covered include the applicable sales tax for the Autos Liability Coverage this Coverage damaged or stolen property. Form provides for the"trailer" is: (1) Excess while it is connected to a motor vehicle you do not own; or CA 00 01 11 20 6r)Insurance Services Office, Inc 2019 Page 9 of 13 (2) Primary while it is connected to a (5) Anywhere else in the world if a covered covered"auto"you own. "auto" of the private passenger type is b. For Hired Auto Physical Damage Coverage, leased, hired, rented or borrowed any covered "auto" you lease, hire, rent or without a driver for a period of 30 days borrow is deemed to be a covered "auto" or less, you own. However. any "auto" that is provided that the "insured's" responsibility to leased, hired, rented or borrowed with a pay damages is determined in a "suit" on the driver is not a covered "auto". merits, in the United States of America, the c. Regardless of the provisions of Paragraph territories and possessions of the United States a. above, this Coverage Form's Covered of America, Puerto Rico or Canada, or in a Autos Liability Coverage is primary for any settlement we agree tor liability assumed under an "insured We also cover "loss" to. or "accidents" contract" involving, a covered "auto" while being d. When this Coverage Form and any other transported between any of these places. Coverage Form or policy covers on the 8. Two Or More Coverage Forms Or Policies same basis, either excess or primary, we Issued By Us will pay only our share. Our share is the If this Coverage Form and any other Coverage proportion that the Limit of Insurance of our Form or policy issued to you by us or any Coverage Form bears to the total of the company affiliated with us applies to the same limits of all the Coverage Forms and "accident", the aggregate maximum Limit of policies covering on the same basis. Insurance under all the Coverage Forms or 6. Premium Audit policies shall not exceed the highest applicable a. The estimated premium for this Coverage Limit of Insurance under any one Coverage Form is based on the exposures you told us Form or policy. This condition does not apply to you would have when this Policy began. any Coverage Form or policy issued by us or We will compute the final premium due an affiliated company specifically to apply as when we determine your actual exposures excess insurance over this Coverage Form. The estimated total premium will be SECTION V—DEFINITIONS credited against the final premium due and A. "Accident" includes continuous or repeated the first Named Insured will be billed for the exposure to the same conditions resulting in balance, if any The due date for the final "bodily injury"or"property damage". premium or retrospective premium is the date shown as the due date on the bill. It B. "Auto' means- the estimated total premium exceeds the 1. A land motor vehicle. "trailer" or semitrailer final premium due, the first Named Insured designed for travel on public roads, or will get a refund. 2. Any other land vehicle that is subject to a b. If this Policy is issued for more than one compulsory or financial responsibility law or year, the premium for this Coverage Form other motor vehicle insurance law where it is will be computed annually based on our licensed or principally garaged. rates or premiums in effect at the beginning However, "auto" does not include "mobile of each year of the Policy. equipment". 7. Policy Period,.Coverage Territory C. "Bodily injury" means bodily injury, sickness or Under this Coverage Form, we cover disease sustained by a person, including death "accidents"and "losses"occurring resulting from any of these. a. During the policy period shown in the D. "Covered pollution cost or expense" means any Declarations: and cost or expense arising out of: b. Within the coverage territory. 1. Any request, demand. order or statutory or The coverage territory is: regulatory requirement that any "insured" or (1) The United States of America. others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize. or in any (2) The territories and possessions of the way respond to, or assess the effects of, United States of America; "pollutants"; or (3) Puerto Rico. (4) Canada-, and Page 10 of 13 1 Insurance Services Office, Inc , 2019 CA 00 01 11 20 This endorsement modifies insurance provided under the following. BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured We waive any right of recovery we may have against The following is added to the SECTION II — any person or organization to the extent required of COVERED AUTOS LIABILITY COVERAGE, Para- you by a contract executed prior to any"accident" or graph A.1.Who Is An Insured Provision: "loss", provided that the"accident"or"loss"arises out of the operations contemplated by such contract.The Any business entity newly acquired or formed by you waiver applies only to the person or organization during the policy period, provided you own fifty designated in such contract. percent(50%)or more of the business entity and the E. Employee Hired Autos business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a 1. The following is added to the SECTION II — maximum of one hundred eighty(180)days following COVERED AUTOS LIABILITY COVERAGE, the acquisition or formation of the business entity. Paragraph A.1.Who Is An Insured Provision: This provision does not apply to any person or An "employee" of yours is an "insured" while organization for which coverage is excluded by operating an "auto" hired or rented under a endorsement. contract or agreement in that"employee's"name, B. Employees As Insureds with your permission, while performing duties related to the conduct of your business. The following is added to the SECTION II — 2. Changes In General Conditions: COVERED AUTOS LIABILITY COVERAGE, Para- graph A.I.Who Is An Insured Provision: Paragraph 5.11b.of the Other Insurance Condition Any"employee"of yours is an "insured"while using a in the BUSINESS AUTO CONDITIONS is covered "auto" you don't own, hire or borrow in your deleted and replaced with the following: business or your personal affairs. b. For Hired Auto Physical Damage Coverage, C. Blanket Additional Insured the following are deemed to be covered "autos"you own: The following is added to the SECTION II — (1) Any covered "auto" you lease, hire, rent COVERED AUTOS LIABILITY COVERAGE, Para- or borrow; and graph A.I.Who Is An Insured Provision: Any person or organization that you are required to (2) Any covered "auto" hired or rented by under a contract in that include as an additional insured on this coverage form individual your"employee"employee's" name, with your in a contract or agreement that is executed by you on, while performing duties before the"bodily injury"or"property damage"occurs related permission, the conduct of your business. is an "insured" for liability coverage, but only for However, any"auto"that is leased, hired, damages to which this insurance applies and only to rented or borrowed with a driver is not a the extent that person or organization qualifies as an covered "auto". "insured" under the Who Is An Insured provision contained in SECTION II — COVERED AUTOS F. Fellow Employee Coverage LIABILITY COVERAGE. SECTION II — COVERED AUTOS LIABILITY The insurance provided to the additional insured will COVERAGE, Exclusion B.S. does not apply if you be on a primary and non-contributory basis to the have workers compensation insurance in-force additional insured's own business auto coverage if covering all of your employees. you are required to do so in a contract or agreement G. Auto Loan Lease Gap Coverage that is executed by you before the "bodily injury" or "property damage" occurs. SECTION III — PHYSICAL DAMAGE COVERAGE, D. Blanket Waiver Of Subrogation C. Limit Of Insurance, is amended by the addition of the following: The following is added to the SECTION IV — BUSINESS AUTO CONDITIONS, A. Loss In the event of a total"loss"to a covered"auto"shown Conditions, S. Transfer Of Rights Of Recovery in the Schedule of Declarations, we will pay any Against Others To Us: unpaid amount due on the lease or loan for a covered "auto", less: 1. The amount paid under the PHYSICAL DAMAGE COVERAGE section of the policy; and PPA 300WA 03 13 Page 2 of 6 Exhibit A Scope of Work Project No. 21-3009 /20-3003 See Attached Agreement Number: LA10108 /LA10357 Exhibit A-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 AKANA Construction Management Services Scope of Work Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection Project City Of Kent No.: 21-3009 & 20-3003 Federal Aid Number: STPUL-1068(003) & TAP-1068(006) Prepared For: Eric Connor Prepared By: Daniel Clark, PM Date Prepared: August 14, 2024 I. INTRODUCTION Akana (CONSULTANT) will provide professional Construction Management{CM) Services for the City of Kent{CITY).These services will include CM, contract administration,field observation, documentation, and reporting as required during the " Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection Project " and subsequent 2- year(24 month) plant establishment period.All services will be provided in accordance with the Washington State Department of Transportation's{WSDOT) Local Agency Guidelines and Construction Manual. CONSULTANT will be Daniel Clark, PM/RE; Kelly Clark, CA; and Ed Wagner, Inspector to perform the duties listed below. Project Description: The project work consists of improving storm sewers with the installation of large manholes, enhancing electrical systems with a new decorative illumination system and pedestrian pushbutton posts, and improving surface hardscapes. This includes bulb-outs for vehicles and buses, updated ADA facilities such as curb ramps (including a mid-block crossing), and compliant sidewalks and protected bikeways to enhance safety for all road users—from drivers to cyclists and pedestrians. Additionally,the project involves repairing roadway sections,grinding existing pavement, pre-leveling Hot Mix Asphalt (HMA), and repaving of HMA. Final enhancements will feature channelization, installation of heavy-duty bollards, litter receptacles, street benches, and bike racks, designed to improve access to Kent Elementary School, all in accordance with the project Contract Plans, Contract Provisions and Standard Specifications. Assumptions: 1) CONSULTANT used the project duration for the CITY Contractor at 145 Working Days from NTP to Physical Completion for basis of this scope and fee.This scope and fee excludes any change order time or weather days given to the CITY Contractor during the course of this Contract. 2) CITY and CONSUTLANT agree the CM agreement will be 5 days prior to Contractor NTP for CONSUTLTANT to become familiar with the site, plans, specs, and create project files and document pre-construction status. 3) The CITY Contractor has a total of 2-year Plant Establishment period. This CM agreement includes 24 months of part time work (8-hours per month) to meet each month with the Contractor to evaluate plant health and maintenance and report to the City. 4) CONSUTLANT shall be available at the end of the 2-year Plant Establishment period to assist the CITY with close out documentation. II. SCOPE OF WORK Phase 1 — Management/ Pre-construction Services Provide overall project management, coordination with the city, progress reporting, and Pre-Construction services. This effort will include the following elements. Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection Project August 6,2024 Page 12 • CONSULTANT will review bid documents to become familiar with the project • CONSULTANT will take pre-construction photographs and burn them to a disc to include in hard-copy files. • CONSULTANT will conduct a site visit to become acquainted with the project site. • CONSULTANT will prepare hard-copy and electronic files for project documentation. • CONSULTANT will prepare Project Templates for: A. Design Changes B. Change Orders and Change Order Justifications— (City of Kent Template) C. Case Log and Case Log Files D. Pay Estimates, including Ledger—(City of Kent Template) E. Forecasted Cost to Complete F. Coordination Meeting Agendas, Minutes and Sign-In Sheets • CONSULTANT will prepare Project Logs for tracking: A. Design Changes B. Change Orders (CO) C. Requests for information (RFI) D. Submittals E. Materials on Hand (will correlate with Pay Estimates) F. Employment Documentation • CONSULTANT will prepare for, and conduct, a Pre-Construction meeting. Duties will include: A. Preparing an agenda draft and sending it to the CITY for review/comments. B. Developing an attendees list with input from CITY. C. Conducting the meeting. D. Preparing Meeting Minutes, sending them to CITY for review/comments, revising them per comments and distributing them to attendees and affected stakeholders. • CONSULTANT will review the Contractor's initial Schedule against allowable Working Days. • CONSULTANT will also review schedule sequencing and activity duration to check that they are reasonable. Any discrepancies, conflicts or unreasonable work durations will be brought to the attention of the Contractor and the CITY will be notified. • CONSULTANT will prepare monthly Consultant progress invoices for CITY review and payment. Phase 2 — Construction Administration • CONSULTANT will prepare a Progress Pay Estimates for work performed by Contractor. Under the provisions of this contract invoices shall be prepared. These will be completed once CONSULTANT and Contractor have reached agreement on estimate quantities actually installed in the field. • CONSULTANT will prepare Weekly Statement of Working Day reports. • CITY will monitor Contractor and Sub-Contractor's employment documentation for adherence to contract requirements. • CONSULTANT shall perform a preliminary review of submittals and coordinate getting Technical engineering reviews when appropriate. Materials that do not require testing will be rejected, approved or conditionally approved per the requirements of the CITY and the Contract provisions. Materials that do require testing will be rejected, approved, or conditionally approved per results of field evaluation by the materials testing firm. Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection Project August 6,2024 Page 3 • CONSULTANT will coordinate reviews and responses to Requests for Information (RFIs) submitted by the Contractor. Responses will include technical interpretations of the drawings, specifications, and Contract Documents. The CONSULTANT will update the RFI Log as RFI's are submitted and resolved. • CONSULTANT will monitor issues that may eventually have impacts to the project budget or schedule. These issues will be documented and included in the Log as formatted below: A. An assigned number that will be used to track each issue separately. B. The date the issue became known. C. A description of the issue. D. An estimate of the lowest cost necessary to resolve the issue. If resolution creates an overall decrease to the budget, this amount would be negative. E. An estimate of the highest cost necessary to resolve the issue. F. An estimate of the issue's impact on Working Days. G. A summary of project documents that relate to the issue. H. Comments relating to the issue. • CONSULTANT will prepare Change Orders on the CITY formatted document and will include the CITY in the process of Change Order negotiation and preparation. Items tracked using the Issue Log may eventually become Change Orders. CONSULTANT Change Order work will include: A. Scheduling and conducting negotiation meetings. The CONSULTANT will create and distribute meeting agendas and minutes. B. Preparation of independent Engineer's Estimates. C. Compilation of Change Order back-up. This will include, but is not limited to: i. Engineer's Estimates ii. E-mail correspondence iii. Extra Work Orders from Contractor iv. Design Change Documents v. Meeting Minutes D. Preparation of Change Order Justifications. Justifications will include: i. A description of the change. ii. An evaluation of what is required by the Contract. iii. An explanation as to why a Change Order is necessary. iv. Descriptions of considered alternatives to a Change Order. v. The reasons for entitlement; why the work cannot be paid for under the existing contract. vi. The names of those that approved the Change Order. vii. An evaluation of impact to Working Days. viii. Change Order back-up. E. Writing the Change Orders and providing them to CITY for edits and/or concurrence. F. Obtaining the necessary signatures for execution once concurrence has been given by the CITY. G. Maintaining the Change Order Log Phase 3 — Construction Services - Field • CONSULTANT will provide full-time Inspection consisting of a senior inspector to assist and observe day-to- day conduct of construction. This will include acting as the project hub for communications, monitoring Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection Project August 6,2024 Page 14 Contractor adherence to Contract Documents and documentation of Contractor's work progress for payment. • CONSULTANT will request and review the Contractor's breakdowns of lump-sum items for accuracy and payment purposes. Breakdowns will be used to evaluate the construction progress of these items for pay estimates. • CONSULTANT will prepare Field Note Records that detail Contractor's completed work for inclusion in monthly Pay Estimates. Field Note Records will internally be checked for accuracy prior to being entered into Pay Estimates. • Prior to monthly Pay Estimate completion, the CONSULTANT will coordinate with the Contractor to reach agreement on the Pay Estimate quantities. • CONSULTANT will review the materials delivered to the project site to ensure they are the approved construction materials. This will be done by checking them against the approved Submittals and noting materials delivered on Inspector Daily Reports (IDR). • CONSULTANT(s) will prepare Inspector's Daily Reports. If there is more than one Inspector, each will prepare an individual report. IDRs will include: A. Weather information. B. Contractor and Subcontractors working that date, as well as the on-site representative for each. C. A work activity summary. D. Bid items worked on. E. Equipment and employees utilized, and hours used/worked. F. A diary to be used as a narrative of the day's events. G. Photos. H. Materials used. • CONSULTANT will take photos of construction progress and will maintain them electronically in an orderly fashion. Upon completion of the project, these photos will be burned to discs that will be included in the hard-copy files. • CONSULTANT shall schedule monthly plant establishment site reviews (8 hours per month) with the CITY Contractor and CITY for a duration of 12-months from time of acceptance of initial plantings to review plant health and maintenance. Understanding: ❖ Assumption is Client's Contractor shall work normal 40-hour workweeks. For this project the "normal" work week may occur at night. AKANA does not differentiate day shift from night shift. However, if the City's Contractor works a double shift (both day and night) within a single 24-hour period this will constitute two working days. AKANA's hours for inspection are based on one shift for number of working days allowed per Contract. Deliverables: ➢ Daily Construction Reports with project photos ➢ Punch List, Certificate of Substantial Completion ➢ Review test reports for compliance ➢ Monthly plant establishment reports Meeker Street Multimodal, Kent Elementary School and Meeker St at 64th Ave Intersection Project August 6,2024 Page 15 Phase 4 — Construction Services — Project Completion • Assist the CITY with the close-out of the project. Items of work include the following: CONSULTANT will coordinate with the CITY, and the Contractor to resolve outstanding project issues. The CONSULTANT will prepare and distribute the agendas and minutes. • CONSULTANT will prepare a Letter of Substantial Completion for issuance by the CITY. This letter will include punch list items for both Physical Completion and Final Completion. • CONSULTANT will coordinate with the Contractor to obtain all outstanding project documentation. • CONSULTANT will prepare a Punch List of work items for the Contractor. This list will be created with input from the CITY. Creation of the list will include initial project walkthrough and up to 2 follow-up walkthroughs to ensure Punch List work is complete. The list may still be revised after it has been issued to the Contractor. • CONSULTANT will prepare a Letter of Physical Completion for issuance by the CITY. This letter will denote that the Contractor's work is completed. • CONSULTANT will take photos of completed project and will maintain them electronically in an orderly fashion. Upon completion of the project, these photos will be burned to discs that will be included in the hard-copy files. • CITY's Engineering Firm will backdraft the As-Builts to create a Record Drawings for CITY records upon issuance of Physical Completion and the CONSULTANT will perform a review of the drawings for accuracy. Phase 5 — Material Testing - Subconsultant Material Testing, Coordination & Tracking • CONSULTANT shall enter into a sub-agreement with HWA (SUBCONSULTANT) for material testing for this project. • Coordinate with the Contractor and SUBCONSULTANT to schedule testing materials in the field meet specifications. • SUBCONSULTANT will inspect materials and conduct testing in accordance with the CITY's direction and reasonable field evaluation. • SUBCONSULTANT will inspect the Concrete for adherence to Contract requirements. • SUBCONSULTANT will inspect installation of Hot Mix Asphalt (HMA) for adherence to Contract requirements. Phase 99 - EXPENSES Expenses include items such as Inspector vehicle, plan reproduction, copies, etc. END OF PROPOSAL Exhibit B DBE Participation See Attached Agreement Number: LA10108 /LA10357 Exhibit B-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 AKANA DBE Participation Plan AKANA has a strong track record as a DBE and in supporting other DBEs, recognizing their valuable contributions. Akana is DBE certified by OMWBE for construction management services. We have verified that the DBE commitment from Akana and HWA Geosciences will contribute towards meeting the 19% DBE goal for the Meeker Street Multimodal, Kent Elementary School, and Meeker Street at 64th Avenue Intersection Projects. Below, we provide details about our DBE certification, our DBE teaming partners, their certification numbers, the scope of work, and our overall approach. Cooper Zietz Engineers Inc. DBA: Akana HWA Geosciences, Inc. Role: Construction Management/Inspection Services Role: Geotechnical and Materials Testing DBE Certification No.: DlMO015051 DBE Certification No.: D5F0024692 Overall Approach & DBE Goal Participation: • Monitoring and mitigating negative impacts, such as changed conditions that might affect DBE goals. Any identified impacts will be promptly addressed with the city, WSDOT Local Programs, and the Office of Equal Opportunities. • Reporting payment information in the "Diversity Management and Compliance System" on a monthly basis. • Ensuring DBE subcontractors fulfill the Commercially Useful Function requirements. • Providing the signed agreements with DBEs and payment amounts to the WSDOT Consultant Services Office. • We are on track to meet or exceed the 19% DBE goal for the Meeker Street Multimodal, Kent Elementary School, and Meeker Street at 64th Avenue Intersection Projects. DBE Subconsultant Description Subconsultant Amount Construction AKANA Management/Inspection $701,765.00 HWA Material Testing $ 54,072.00 Total DBE Amount: $755,837.00 ❖ As shown in the services estimated cost breakdown above,AKANA is on target to meet and exceed the 19%DBE Goal. Exhibit C Preparation and Delivery of Electronic Engineering and Other Data In this Exhibit the agency, as applicable, is to provide a description of the format and standards the consultant is to use in preparing electronic files for transmission to the agency. The format and standards to be provided may include, but are not limited to, the following: I. Surveying, Roadway Design & Plans Preparation Section A. Survey Data N/A B. Roadway Design Files N/A C. Computer Aided Drafting Files N/A Agreement Number: LA10108 /LA10357 Exhibit C-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 4 D. Specify the Agency's Right to Review Product with the Consultant N/A E. Specify the Electronic Deliverables to Be Provided to the Agency See Exhibit A - Scope of Work F. Specify What Agency Furnished Services and Information Is to Be Provided See Exhibit A- Scope of Work Agreement Number: LA10108 /LA10357 Exhibit C-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 2 of 4 II. Any Other Electronic Files to Be Provided N/A III. Methods to Electronically Exchange Data On-going project correspondence will be provided via email and hard copy format during the life of the agreement. Deliverables will be provided via hard copy or electronic storage medium at closeout. Exhibit C-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 3 of 4 A. Agency Software Suite Microsoft Office Suite, Autodesk Build B. Electronic Messaging System Microsoft Outlook C. File Transfers Format At project completion, hard copy records will be transferred to Agency and electronic records will be transferred via electronic storage medium(thumb drive). Exhibit C-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 4 of 4 Exhibit D Prime Consultant Cost Computations See Attached Agreement Number: LA10108 /LA10357 Exhibit D-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 Adft Washington State Development Division �, Department of 7Yans or#a#ion Contract Services Office De P P PO Box 47408 Olympia,WA 98504-7408 7345 Underson Way SW Tumwater,WA99501-6504 TT`f:1-800-833-6388 wwwmsdot.wa_gov July 29, 2024 Cooper Zietz Engineers, Inc 6400 SE Lake Road, Suite 200 Portland, Oregon 97222 Subject: Acceptance FYE 2023 ICR—Risk Assessment Review Dear Bernie Egan: Based on Washington State Department of Transportation's (WSDOT) Risk Assessment review of your Indirect Cost Rate (ICR), we have accepted your proposed FYE 2023 ICR of 146.22% and 131.51% of direct labor for Home office and Field office. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs,based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with your firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 704-6397 or via email consultantrates(&wsdot.wa.gov. Regards, cGcatzl� tfa�v� Schatzie Harvey(Jul 29,202413:48 PD SCHATZIE HARVEY, CPA Contract Services Manager SH:kb ian a Rates Fnuw Proposal Fee Estimate Exhibit B AKANA CLIENT:City of Kent Meeker Street Multimodal,Kent Elementary School and Meeker PROJECT: St at 64th Ave Intersection Project Job Number(s):City:213009&20-3003 Federal:STPUL-1068(003)&TAP-1068(006) August 1,2024 Rates CZE CZE CZE CZE CZE w + s 4) s N U 16 01 ti C X ro LL d T R O Ll ' N Vi 7 W J Q W v m d -O 03 O m 2 M X ❑ ❑ m C p Classification: ❑ Y W -J Total -1 O U. O O 2 Task 100-Preconstruction services Monthly Invoicing 6 6 $250 $329 $75 $0 $404 $655 Preconstruction Services 24 32 16 72 $6,316 $8,306 $1,895 $0 $10,200 $16,516 Task 100-Subtotal 0 241 321 16 6 78 $6,566 $8,635 $1,970 $0 $0 $10,605 $17,171 Task 200-Construction Administration Construction Administration-145 Working Days 5 1160 580 1745 $158,840 $208,890 $47,652 $0 $256,542 1 $415,382 Task 200-Subtotal 5 1160 580 0 0 1745 $158,840 $208,890 $47,652 $0 $0 $256,542 $415,382 Task 300-_Construction Services Field Construction Services Field-145 Working Days/9 hours a day 0 0 0 1305 1305 $84,825 $111,553 $25,448 $0 $137,001 $221,826 Construction Services Field-Plant Estbalishment(24 Months 8 Hrs/month 192 192 $12,480 $16,412 $3,744 $0 $20,156 $32,636 Task 300-Subtotal 0 0 0 1497 0 1497 $97,305 $127,966 $29,192 $0 $0 $157,157 $254,462 Task 400-Construction Services-Project Completion Construction Services-Project Completion 0 20 20 0 40 $3,728 $4,903 $1,119 $0 $6,022 $9,750 Task 400-Subtotal 20 20 40 $3,728 $4,903 $1,119 $6,022 $9,750 Task 500-Material Testing-Subconsultant HWA Matrerial Testing $54,072 $54,072 $54,072 Task 500-Subtotal $54,072 Phase 99-Expenses Expenses-Inspector Vehicle $4,700 $4,700 $4,700 E enses-Plan re roduction project document forms $300 $300 $300 All Phases Total 5 1224 652 1513 6 3400 $270,168 $355,297 $81,050 $59,072 $0 $495,420 $755 837 P:\PDX PROJECTS\Bellevue CM\000 00 Pending Project Numbers\24-XXX City of Kent\64th and Meeker\Scope and Fee\Copy of Kent Meeker Fee Schedule 8.8.2024 Rev 2 2012 Cooper Let Engineers,hc. Actuals Not To Exceed Table (ANTE) Cooper Zietz Engineers, Inc. dba Akana 6400 SE Lake Road, Suite 270 Portland, OR 972222 Field Rate Direct Overhead Fixed Fee All Inclusive Job Classifications Labor Rate NTE* NTE Hourly Biling NTE* 131.51% 30.00% Rate NTE Engineer 1 $39.42 $51.84 $11.83 $103.09 Engineer II $68.66 $90.29 $20.60 $179.55 Engineer III $73.50 $96.66 $22.05 $192.21 Engineer IV $95.50 $125.59 $28.65 $249.74 Principal Engineer $120.00 $157.81 $36.00 $313.81 Jr. Environmental Scientist $33.73 $44.36 $10.12 $88.21 Environmental Scientist $64.93 $85.39 $19.48 $169.80 Sr. Environmental Scientist $130.00 $170.96 $39.00 $339.96 Principal Scientist $0.00 $0.00 $0.00 $0.00 CAD $40.00 $52.60 $12.00 $104.60 Sr. CAD $72.11 $94.83 $21.63 $188.57 Construction Administrator $41.12 $54.08 $12.34 $107.53 Sr. Construction Administrator $100.19 $73.65 $16.80 $146.45 Construction Inspector $63.04 $82.90 $18.91 $164.86 Sr. Construction Inspector $73.50 $96.66 $22.05 $192.21 Construction Manager $73.50 $96.66 $22.05 $192.21 Sr. Construction Manager $132.50 $174.25 $39.75 $346.50 Resident Engineer $86.23 $113.40 $25.87 $225.50 Office Engineer $62.00 $81.54 $18.60 $162.14 Architect $54.80 $72.07 $16.44 $143.31 Architectural Designer $36.41 $47.88 $10.92 $95.22 Landscape Architect $44.71 $58.80 $13.41 $116.92 Intern $30.77 $40.47 $9.23 $80.47 Project Manager $85.00 $111.78 $25.50 $222.28 Sr. Project Manager $83.96 $110.42 $25.19 $219.56 Program Manager $132.50 $174.25 $39.75 $346.50 Project Coordinator $56.00 $73.65 $16.80 $146.45 Landscape Designer $0.001 1 $0.00 h 1 $0.001 1 $0.00 Exhibit E Sub-consultant Cost Computations If no sub-consultant participation at this time. The CONSULTANT shall not sub-contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. Refer to section VI "Sub-Contracting" of this AGREEMENT. See Attached Agreement Number: LA10108 /LA10357 Exhibit E-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 Adft Washington State Development Division �, Department of 7Yans or#a#ion Contract Services Office De P P PO Box 47408 Olympia,WA 98504-7408 7345 Underson Way SW Tumwater,WA99501-6504 TT`f:1-800-833-6388 wwwmsdot.wa_gov July 16, 2024 HWA GeoSciences, Inc. 21312 30th Dr SE, Suite 110 Bothell, WA 98021 Subject: Acceptance FYE 2023 ICR—CPA Report Dear Tracy Brodahl: We have accepted your firm's FYE 2023 Indirect Cost Rate (ICR) of 187.24% (rate includes 1.03% Facilities Capital Cost of Money) based on the "Independent CPA Report"prepared by T- Max CPA. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs,based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with the firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 704-6397 or via email consultantratesC&wsdot.wa.2ov. Regards, scha�zve 1farvetl Schatzie Harvey(Jul 17,2024 06:47 Pbll SCHATZIE HARVEY, CPA Contract Services Manager SH: sms Project Cost Estimate HWA Ref: 2024-236 Inspection&Testing R Date: 14-Aug-24 Meeker Street Improvements-64th Ave and Kent Elem-Schedules A&B GEOSCIENCES INC. Kent,Washington U r DBEIMWBE Prepared By: BKHBS Prepared For:Daniel Clark,PE,Akana PROPOSED WORK SCOPE: This cost estimate is based on plans and specifications provided by Client. 1. Sampling and acceptance/Proctor testing of Gravel Borrow,CSBC,CSTC,PZB,Bank Run Gravel,and Utility Sand for use in trench backfill,and roadway/sidewalk construction. 2. Inspection and testing of compacted aggregates for utility trenches,roadway/sidewalk subgrade,and ADA ramp construction. 3. Sampling of HMA aggregate for acceptance and oil at the plant for ignition oven correction factor. 4. Sampling and testing HMA during paving for Rice density,extraction and gradation(minimum:one test sample per 1000 tons). 5. Inspection and testing of HMA placement and compaction(minimum:one test per 100 tons). 6. Sampling of Concrete Aggregates at plants for acceptance testing. 7. Concrete sampling for reinforced crosswalk,driveway and pole foundations. 8. Written field reports will be prepared for all inspections and reviewed for QC. Material Testing-ESTIMATED HWA LABOR: 2024 PERSONNEL&BILLING RATES Scope of Services GeoEng VIII GeoEng II Geol VI Geol H Contracts TOTAL TOTAL $94.00 $47.00 $63.00 $37.00 S50.00 HOURS AMOUNT Aggregate Inspection and Testing,including: Schedule A Sampling for Aggregates shared with Schedule B -assume 1 source each 4 4 $148 Inspection and Testing of Storm and Water Trench Backfill 4 visits 24 '_4 $888 Inspection and Testing of JUT Trench Backfill 3 visits 18 1 S $666 Inspection and Testing of compacted aggregates for roadway/sidewalk 4 visits 24 '_4 $888 Schedule B Sampling for Aggregates shared with Schedule A -assume 1 source each 4 4 $148 Inspection and Testing of Storm and Water Trench Backfill 4 visits 24 24 $888 Inspection and Testing of JUT Trench Backfill 3 visits I S 18 $666 Inspection and Testing of compacted aggregates for roadway/sidewalk 4 visits '_4 24 $888 Asphalt Inspection and Testing,including: Schedule A HMA Oven Ignition Correction Sampling of Aggregate and Oil(2 mixes x 1 source) 4 4 $148 Inspection and Testing during HMA permanent trench patching 8 8 $296 Inspection and Testing during HMA Roadway/Overlay 10 10 $370 HMA Sampling at Batch Plant 1 trips) 4 4 $148 Schedule B Inspection and Testing durin HMA permanent trench patching S 8 $296 Inspection and Testing during HMA Roadway/Overlay 10 10 $370 HMA Sampling at Batch Plant 1 trips) 4 4 $148 Concrete Inspection and Testing,including: Schedule A Driveway Testing 2 visits,plus pickups) 16 16 $592 Pole Foundations 2 visits,plus pickups) 6 16 $592 Schedule B Concrete ARRregate Sampling 2 sources S 8 $296 Reinforced Concrete Crosswalk 2 visits,plus pickups) 16 16 $592 Pole Foundations 2 visits,plus pickups) 16 16 $592 Geotechnical Observation/Project Management Preconstruction Meeting 2 2 $126 QA Review,PM,Reporting,Submittal Reviews,and Report Distribution 20 16 6 42 $3,188 DIRECT SALARY COST 20 0 18 260 6 304 $12 934 Meeker Street-Estimate 2024-08-14 Schedules A&B LABORATORY TESTING SUMMARY: Est.No. Unit Total Tests Cost Cost Schedule A Concrete Compressive Strength Cylinders assume 4 sets x 4 cylinders each set 16 $35 $560 Schedule B Concrete Aggregates 2 mixes x 2 aggregate components GS 4 $195 $780 Concrete Compressive Strength Cylinders assume 6 sets x 4 cylinders each set 24 $35 $840 Shared Between Schedules Acceptance Testing for CSBC and CSTC GS,SE,Fracture -assume 2 sources 2 $375 $750 Acceptance Testing Gravel Borrow,Pipe Zone Bedding,and Bank Run Gravel GS,SE -assume 2 sources 6 $310 $1,860 Acceptance Testing Utility Sand GS -assume 2 sources 2 $195 $390 Proctor Tests on all Materials to be Compacted 6 $285 $1,710 HMA A e ates 2 mix designs) FF,SE,Uncom acted Voids 2 $330 $660 HMA Oven Correction Factor 2 mixes x 1 sources x 3 burns 6 $160 $960 HMA:Rice Density,Extraction/Gradation 2 $385 $770 TOTAL LABORATORY TESTING: $9,280 ESTIMATED DIRECT EXPENSES: Schedule A Mileage to Job Site IRS Rate 0.67/mile,assume 21 trips $1,060 Mileage for Sampling Aggregates and HMA at Sources $115 Nuclear Gauge Rental Thin Lift or Soil):13 days $50/da $650 Schedule B Milea e to Job Site IRS Rate 0.67/mile,assume 21 trips $1,060 Milea e T 0 7S.,Ii.g Aggregates and HMA at Sources $225 Nuclear Gauge Rental(Thin Lift or Soil):13 days @$50/day $650 TOTAL DIRECT EXPENSES: $3,760 ESTIMATED PROJECT TOTALS AND SUMMARY: Direct Salary Cost(DSC) $12,934 OH @ 1.8724*DSC $24,218 FF @ 30%*(DSC) $3,880 Total Labor Cost $41,032 Laboratory Testing $9,280 Direct Expenses $3,760 ESTIMATED TASK TOTAL: $54,072 Assumptions: 1.These estimates may require adjustment due to the Contractor's rate of construction,weather delays,source changes and/or other factors beyond our control. 2.The HWA PM reserves the right to shift hours between the various subtasks as required. 3.The HWA work scope does not include safety assessment nor work pertaining to any environmental issues. 4.This cost estimate was prepared with the understanding that the Client will schedule inspection as needed. 5.All night work is charged at an 8 hour minimum segment.Night work cancelled within 12 hrs of scheduled time will be charged 4 hrs. 6.All weekend work is charged at an 4 hour minimum segment.Weekend work cancelled within 12 hrs of scheduled time will be charged 4 hrs. 7. Per Client request,3000 psi,Commercial,and concrete for sidewalks,curb/gutter,ADA ramps,and thrust blocks will not be tested. 8.No density testing will be needed for water service connections outside of the roadway prism. 9.Lab testing for acceptance/Proctors will be shared between Schedules A and B. Meeker Street-Estimate 2024-08-14 Schedules A&B HWA GEOSCIENCES,INC. STATEMENT OF DIRECT LABOR,FRINGE BENEFITS,AND GENERAL OVERHEAD FOR THE YEAR ENDED DECEMBER 31,2023 GL Account Unallowable Total %of Direct Description Balance Costs FAR Ref Proposed Labor Direct Labor $ 2,542,477 $ - $ 2,542,477 Fringe Benefits: Bonuses $ 676,312 $ - $ 676,312 PTO 415,033 - 415,033 401 k 122,129 - 122,129 Employee group insurance 311,561 (5,190) (1) 306,371 Workers'comp 11,381 - 11,381 Payroll taxes 346,233 (2,698) (2) 343,535 Other employee benefits 24,154 (17,972) (3)(4) 6,182 Total Fringe Benefits S 1,906,803 $ (25,860) $ 1,880.943 73.98% General Overhead: Indirect labor $ 1,124,560 $ (49,222) (5)(6) $ 1,075,338 Bid and proposals 91,966 (136) (4)(7) 91,830 Automobile expense 22,346 - 22,346 Advertising and marketing 47,602 (47,602) (6) - Bank service charges 3,576 - 3,576 Contributions 2,161 (2,161) (8)(9) - Computer and software expenses 231,875 - 231,875 Depreciation and amortization 143,987 - 143,987 Dues and subscriptions 5,478 - 5,478 Insurance 262,396 - 262,396 Interest 30,239 (30,239) (10)(11) - Maintenance and repairs 5,774 - 5,774 Meals and entertainment 9,288 (1,200) (3) 8,088 Office supplies and postage 40,685 (1,520) (12)(13) 39,165 Printing 25,839 - 25,839 Professional fees 122,081 (288) (14) 121,793 Seminars and professional education 61,854 (222) (15) 61,632 Supplies 71,843 - 71,843 Rent and utilities 502,396 - 502,396 Taxes and licenses 423,238 (238,098) (2)(10)(11)(16) 185,140 Telecommunications 63,027 - 63,027 Travel 5,326 - 5,326 Recovery (37,025) (36,443) (17) (73,468) Total General Overhead $ 3,260,512 $ (407.131) $ 2,853.381 112.23% Total Fringe Benefits and General Overhead $ 5,167,315 $ (432,991) S 4,734,324 186.21% Facilities Capital Cost of Money(FCCM) $ 26,264 1.03% See notes to the indirect cost statement. Page 14 HWA GEOSCIENCES,INC. DESCRIPTION OF FAR REFERENCES FOR THE YEAR ENDED DECEMBER 31,2023 (1) 31.205-19(e)(2)(v)Insurance and indemnification-Costs of insurance on the lives of officers,partners,proprietors,or employees that does not represent additional compensation and the company is the beneficiary of the policy is unallowable. (2) 31.201-6(a)Accounting for unallowable costs-When an unallowable cost is incurred,its directly associated costs are also unallowable. (3) 31.205-14 Entertainment costs—Costs of amusement,diversions,social activities,and any directly associated costs such as tickets to shows or sports events,meals,lodging,rentals,transportation,and gratuities are unallowable. (4) 31.205-51 Costs of alcoholic beverages-Costs of alcoholic beverages are unallowable. (5) 31.205-6 Compensation for personal services(b)(2)-Compensation is reasonable if the aggregate of each measurable and allowable element sums to a reasonable total.Any amount in excess of reasonableness is unallowable. (6) 31.205-1(f)(1)Public relations and advertising costs-All public relations and advertising costs whose primary purpose is to promote the sale of products or services by stimulating interest in a product or product line,or by disseminating messages calling favorable attention to the contractor for purposes of enhancing the company image to sell the company's products or services are unallowable. (7) 31.205-46(a)(2)Travel costs-Costs incurred for lodging,meals,and incidental expenses shall be considered to be reasonable and allowable only to the extent that they do not exceed on a daily basis the maximum per diem rates in effect at the time of travel. (8) 31.205-8 Contributions or donations-Contributions or donations,including cash,property and services,regardless of recipient,are unallowable. (9) 31.205-22(a)(1)Lobbying and political activity costs-Attempts to influence the outcomes of any Federal,State,or local election, referendum,initiative,or similar procedure,through in kind or cash contributions,endorsements,publicity,or similar activities are unallowable. (10) 31.205-20-Interest and other financial costs-Interest on borrowings(however represented)are unallowable. (11) 31.205-15(a)Fines,penalties,and mischarging costs-Costs of fines and penalties resulting from violations of,or failure of the contractor to comply with,Federal,State,local,or foreign laws and regulations,are unallowable. (12) 31.205-13(b)Employee morale,health,welfare,food service,and dormitory costs and credits-Costs of gifts are unallowable. (13) 31.201-2(c)Determining allowability-Costs for other accounting periods are unallowable. (14) 31.202(a)Direct costs-Direct costs of the contract shall be charged directly to the contract. (15) 31.201-2(d)Determining allowability-Costs not supported with documentation are unallowable. (16) 31.205-41 (b)(7)Taxes-Income tax accruals designed to account for the tax effects of differences between taxable income and pretax income as reflected by the books of account and financial statements are unallowable. (17) 31.201-5 Credits-The applicable portion of any income,rebate,allowance,or other credit relating to any allowable cost and received by or accruing to the contractor shall be credited to the Government either as a cost reduction or by cash refund. Page 15 rf 21312 30th Drive 5E,5te.110,Bothell,WA 98021-7010 aM, GEoSCIENCES INC. Phone;425.774.0106 I Fox;425.774.2714 0BEIMWBE www.hwageo.Com HWA GEOSCIENCES INC. 2024 ANTE HOURLY RATES BY CATEGORY NTE TITLE HOURLY Overhead Fixed Fee Billing RATE 1.8724 30.00% Rate Administrative Support $35.00 $65.53 $10.50 $111.04 CAD $45.00 $84.26 $13.50 $142.77 Contracts Administrator $50.00 $93.62 $15.00 $158.63 Geologist 1 $30.00 $56.17 $9.00 $95.18 Geologist II $37.00 $69.28 $11.10 $117.39 Geologist III $45.00 $84.26 $13.50 $142.77 Geologist IV $53.00 $99.24 $15.90 $168.15 Geologist V $55.00 $102.98 $16.50 $174.49 Geologist VI $63.00 $117.96 $18.90 $199.87 Geologist VII $70.00 $131.07 $21.00 $222.08 Geologist VIII $90.00 $168.52 $27.00 $285.53 Geotechnical Engineer 1 $40.00 $74.90 $12.00 $126.91 Geotechnical Engineer II $47.00 $88.00 $14.10 $149.11 Geotechnical Engineer III $50.00 $93.62 $15.00 $158.63 Geotechnical Engineer IV $55.00 $102.98 $16.50 $174.49 Geotechnical Engineer V $63.00 $117.96 $18.90 $199.87 Geotechnical Engineer VI $72.00 $134.81 $21.60 $228.42 Geotechnical Engineer VII $86.00 $161.03 $25.80 $272.84 Geotechnical Engineer VIII $94.00 $176.01 $28.20 $298.22 Hydrogeologist IV $56.00 $104.85 $16.80 $177.66 Hydrogeologist V $60.00 $112.34 $18.00 $190.35 Lab/Field Technician 1 $25.00 $46.81 $7.50 $79.32 Lab/Field Technician 11 $29.00 $54.30 $8.70 $92.01 Lab/Field Technician III $35.00 $65.53 $10.50 $111.04 Lab/Field Technician IV $46.00 $86.13 $13.80 $145.94 Lab/Field Technician V $50.00 $93.62 $15.00 $158.63 Principal IX $110.00 $205.96 $33.00 $348.97 Exhibit F - Title VI Assurances Appendix A & E APPENDIX A During the performance of this contract, the contractor, for itself, its assignees, and successors in interest(hereinafter referred to as the "contractor") agrees as follows: 1. Compliance with Regulations: The contractor(hereinafter includes consultants)will comply with the Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, (Title of Modal Operating Administration), as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 2. Non-discrimination: The contractor,with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity,project, or program set forth in Appendix B of 49 CFR Part 21. [Include Modal Operating Administration specific program requirements.] 3. Solicitations for Subcontracts,Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, or national origin.[Include Modal Operating Administration specific program requirements.] 4. Information and Reports: The contractor will provide all information and reports required by the Acts,the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the (Title of Modal Operating Administration) to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the (Title of Modal Operating Administration), as appropriate, and will set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non- discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the (Title of Modal Operating Administration) may determine to be appropriate, including,but not limited to: a. withholding payments to the contractor under the contract until the contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. 6. Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment,unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the (Title of Modal Operating Administration) may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. IA10108/LA10357 Local Agency A&E Professional Services Cost Agreement Number Plus Fixed Fee Consultant Agreement Revised 0210112021 Exhibit F - Title VI Assurances Appendix A & E APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non-Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities,public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs,policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency(LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). LA10108/LA10357 Local Agency A&E Professional Services Agreement Number Negotiated Hourly Rate Consultant Agreement Revised 0210112021 Exhibit G Certification Documents Exhibit G-1(a) Certification of Consultant Exhibit G-1(b) Certification of Agency Official Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying Exhibit G-4 Certificate of Current Cost or Pricing Data N/A Agreement Number: LA10108 /LA10357 Exhibit G-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 Exhibit G-1(a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of Akana whose address is 50 116th Avenue SE, Suite 211, Bellevue, WA 98004 and that neither the above firm nor I have: a) Employed or retained for a commission,percentage, brokerage, contingent fee, or other consideration, any firm or person(other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure this AGREEMENT; b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or c) Paid, or agreed to pay, to any firm, organization or person(other than a bona fide employee working solely for me or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated(if any); I acknowledge that this certificate is to be furnished to the City of Kent and the Federal Highway Administration, U.S. Department of Transportation in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Akana Consultant(Firm Name) Oliver.Timoth J.O DigitaTimoned by y• Oliver.Timothy.J.ORC3020001812 JD RC3020001812.ID Date:2024.09.06 07:30:44-07'00' Signature(Authorized Official of Consultant) Date Agreement Number: LA10108 /LA10357 Exhibit G-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Exhibit G-1(b) Certification of City of Kent I hereby certify that I am the: ❑� Agency Official ❑ Other of the City of Kent , and Akana or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: a) Employ or retain, or agree to employ to retain, any firm or person; or b) Pay, or agree to pay, to any firm,person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated(if any): I acknowledge that this certificate is to be furnished to the City of Kent and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws,both criminal and civil. 09/20/2024 Signature Date Agreement Number: LA10108 /LA10357 Exhibit G-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02101/2021 Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions I. The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; B. Have not within a three (3)year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local)transaction or contract under a public transaction; violation of Federal or State anti-trust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local)with commission of any of the offenses enumerated in paragraph(1)(b) of this certification; and D. Have not within a three (3)year period preceding this application/proposal had one or more public transactions (Federal, State and local)terminated for cause or default. 11. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Akana Consultant(Firm Name) Oliver.Timoth J.0 Digitally signed by y• Oliver.Timothy.J.ORC302000181 RC3020001812.1 Date:2024.09.06 07:31:17-07'00' Signature(Authorized Official of Consultant) Date Agreement Number: LA10108 /LA10357 Exhibit G-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment, or modification of Federal contract, grant, loan or cooperative AGREEMENT. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit Standard Form- LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000.00, and not more than $100,000.00, for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier sub-contracts, which exceed$100,000, and that all such sub-recipients shall certify and disclose accordingly. Akana Consultant(Firm Name) Digitally byOliver.Timoth •J.O0ier.Timothy.J.OR C302000181 RC3020001812.1 Date:2024.09.06 07:31:32-07'00' Signature(Authorized Official of Consultant) Date Agreement Number: LA10108 /LA10357 Exhibit G-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Exhibit J Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant's claim(s) are a total of$1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 Consultant Files a Claim with the Agency Project Manager If the consultant determines that they were requested to perform additional services that were outside of the agreement's scope of work, they may be entitled to a claim. The first step that must be completed is the request for consideration of the claim to the Agency's project manager. The consultant's claim must outline the following: • Summation of hours by classification for each firm that is included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Timeframe of the additional work that was outside of the project scope; • Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; and • Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency's project manager. The project manager will review the consultant's claim and will met with the Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation in the claim to the WSDOT Local Programs through the Region Local Programs Engineer. If the claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer,WSDOT Local Programs (if applicable), and FHWA(if applicable) agree with the consultant's claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim.After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. Agreement Number: LA10108 /LA10357 Exhibit J-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 2 Step 3 Preparation of Support Documentation Regarding Consultant's Claim(s) If the Agency does not agree with the consultant's claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: • Copy of information supplied by the consultant regarding the claim; • Agency's summation of hours by classification for each firm that should be included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Agency's summary of direct labor dollars, overhead costs,profit and reimbursable costs associated with the additional work; • Explanation regarding those areas in which the Agency does/does not agree with the consultant's claim(s); • Explanation to describe what has been instituted to preclude future consultant claim(s); and • Recommendations to resolve the claim. Step 4 Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Local Programs and FHWA regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 Informing Consultant of Decision Regarding the Claim The Director of Public Works or Agency Engineer shall notify(in writing)the consultant of their final decision regarding the consultant's claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 Preparation of Supplement or New Agreement for the Consultant's Claim(s) The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. Agreement Number: LA10108 /LA10357 Exhibit J-Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 2 of 2