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15-048.00 Van Ness Feldman: Comp Plan Updates Ph 2 AGREEMENT FOR PROFESSIONAL SERVICES Van Ness Feldman Comprehensive Plan Update Analytics,Citizen-Initiated Amendment Request and Plan Audit THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and Van Ness Feldman, hereinafter "Consultant," jointly referred to as "Parties." IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows: 1.Work to Be Performed. Consultant shall provide all labor,services and material to satisfactorily complete the attached Scope of Services. A. Administration. The City Manager or designee shall administer and be the primary contact for Consultant. Prior to commencement of work,Consultant shall contact the City Manager or designee to review the Scope of Services,schedule and date of completion. The Scope of Services is attached hereto as Exhibit A. Upon notice from the City Manager or designee, Consultant shall commence work,perform the requested tasks in the Scope of Services,stop work and promptly cure any failure in performance under this Agreement. B. Representations. City has relied upon the qualifications of Consultant in entering into this Agreement. By execution of this Agreement,Consultant represents it possesses the ability,skill and resources necessary to perform the work and is familiar with all current laws,rules and regulations which reasonably relate to the Scope of Services. No substitutions of agreed-upon personnel shall be made without the prior written consent of City. Consultant represents that the compensation as stated in paragraph 3 is adequate and sufficient compensation for its timely provision of all professional services required to complete the Scope of Services under this Agreement. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City furnished information. C. Standard of Care. Consultant shall exercise the degree of skill and diligence normally employed by professional consultants engaged in the same profession, and performing the same or similar services at the time such services are performed. D. Modifications. City may modify this Agreement and order changes in the work whenever necessary or advisable. Consultant will accept modifications when ordered in writing by the City Manager or designee. Compensation for such modifications or changes shall be as mutually agreed between the Parties. Consultant shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by City without additional compensation. 2. Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in Agreement for Professional Services Page 1 of 7 effect until completion of all contractual requirements have been met as determined by City. Consultant shall complete its work by December 31', 2015, unless the time for performance is extended in writing by the Parties. Either Party may terminate this Agreement for material breach after providing the other Party with at least ten days'prior notice and an opportunity to cure the breach. City may,in addition,terminate this Agreement for any reason by ten days' written notice to Consultant. In the event of termination without breach,City shall pay Consultant for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. City agrees to pay Consultant an agreed upon hourly rate up to a maximum amount of$127,000 as full compensation for everything done under this Agreement, as set forth in Exhibit B. Consultant shall not perform any extra,further or additional services for which it will request additional compensation from City without a prior written agreement for such services and payment therefore. 4. Payment. Consultant shall be paid monthly upon presentation of an invoice to City. Applications for payment shall be sent to the City Finance Department at the below stated address. City reserves the right to withhold payment under this Agreement for that portion of the work(if any)which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Services, City standards, City Code, and federal or state standards. 5.Conflicts. To comply with the Washington Rules of Professional Conduct(RPCs),Consultant maintains a conflict of interest index identifying all of Consultant's current and former clients. Based on the scope of representation in Exhibit A, Consultant reviewed the City against Consultant's conflict of interest index. Consultant has four existing clients that required further review. These entities are listed in Exhibit C. Consultant has conducted an internal review has determined that there is no current conflict of interest, but that a potential conflict could potentially arise. Consultant has also concluded that it is reasonable for Consultant to represent the City of Spokane Valley and the entities listed in Exhibit C upon full disclosure and written consent. Exhibit C provides full disclosure of the representation of the entities listed and the Consultant's analysis of the potential for conflicts. By signing this contract, City confirms in writing its informed consent to the continued representation of the entities listed in Exhibit C. Specifically,City agrees that Consultant's continued work for entities listed in Exhibit C is on matters unrelated to Consultant'swork for the City and would not materially limit Consultant's responsibilities to the City and further would not materially limit Consultant's responsibilities to the entities listed in Exhibit C. 5. Notice. Notices other than applications for payment shall be given in writing as follows: TO THE CITY: TO THE CONSULTANT: Name: Christine Bainbridge, City Clerk Name: Van Ness Feldman, Tadas Kisielius Phone: (509) 921-1000 Phone: (206) 623-9372 Address: 11707 East Sprague Ave, Suite 106 Address: Millennium Tower Spokane Valley, WA 99206 719 Second Avenue, Suite 1150 Seattle, WA 98104 6. Applicable Laws and Standards. The Parties, in the performance of this Agreement, agree to comply Agreement for Professional Services Page 2 of 7 with all applicable federal, state, and local laws and regulations. Consultant warrants that its designs, construction documents, and services shall conform to all federal, state and local statutes and regulations. 7. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary Covered Transactions. A.By executing this Agreement,the Consultant certifies to the best of its knowledge and belief,that it and its principals: 1. Are not presently debarred, suspended,proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; 2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission or 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 antitrust statues or commission of embezzlement,theft,forgery,bribery,falsification or destruction of records, making false statements, or receiving stolen property; 3. 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 (A)(2) of this certification; and 4. Have not within a three-year period preceding this application/proposal had one or more public transactions (federal, state, or local)terminated for cause or default. B. 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 Agreement. 8.Relationship of the Parties. It is understood,agreed and declared that Consultant shall be an independent contractor,and not the agent or employee of City,that City is interested in only the results to be achieved,and that the right to control the particular manner,method and means in which the services are performed is solely within the discretion of Consultant. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Consultant. The Consultant shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 9.Ownership of Documents. All drawings,plans, specifications,and other related documents prepared by Consultant under this Agreement are and shall be the property of City, and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws. The written, graphic, mapped, photographic, or visual documents prepared by Consultant under this Agreement shall, unless otherwise provided, be deemed the property of City. City shall be permitted to retain these documents, including reproducible camera-ready originals of reports,reproduction quality mylars of maps,and copies in the form of computer files, for the City's use. City shall have unrestricted authority to publish, disclose,distribute and otherwise use, in whole or in part, any reports,data, drawings, images or other material prepared under this Agreement,provided that Consultant shall have no liability for the use of Consultant's work product outside of the scope of its intended purpose. It is further agreed that after the conclusion of this matter,Consultant will offer to return any files to the City. If Consultant does not receive instructions as to the disposition of these files within 60 days after said offer,it is agreed that Consultant need not retain such files for more than 3 years or other time period required for specific categories of documents under the document retention schedule for public documents established by Agreement for Professional Services Page 3 of 7 the Secretary of State. After that time, Consultant may destroy all such materials that do not have intrinsic value. City further agrees that Consultant may retain a copy of materials in such files at its own expense. 10.Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Consultant's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit,examine and make excerpts or transcripts from such records and to make audits of all contracts,invoices,materials,payrolls and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 11. Insurance. Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Consultant, its agents,representatives, employees or subcontractors. A. Minimum Scope of Insurance. Consultant shall obtain insurance of the types described below: 1.Automobile liability insurance covering all owned,non-owned,hired and leased vehicles. Coverage shall be written on Insurance Services Office(ISO)form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary,the policy shall be endorsed to provide contractual liability coverage. 2.Commercial general liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors and personal injury and advertising injury. City shall be named as an insured under Consultant's commercial general liability insurance policy with respect to the work performed for the City. 3.Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. 4. Professional liability insurance appropriate to Consultant's profession. B. Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1. Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of no less than $1,000,000 per accident. 2.Commercial general liability insurance shall be written with limits no less than$1,000,000 each occurrence, $2,000,000 general aggregate. 3. Professional liability insurance, if applicable, shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other Insurance Provisions. The insurance policies are to contain,or be endorsed to contain,the following provisions for automobile liability,professional liability and commercial general liability insurance: 1.Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance,or insurance pool coverage maintained by City shall be in excess Agreement for Professional Services Page 4 of 7 of Consultant's insurance and shall not contribute with it. 2. Consultant shall fax or send electronically in .pdf format a copy of insurer's cancellation notice within two business days of receipt by Consultant. D.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Consultant shall furnish acceptable insurance certificates to the City Clerk at the time Consultant returns the signed Agreement,which shall be Exhibit C. The certificate shall specify all of the parties who are additional insureds,and shall include applicable policy endorsements,and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested,complete copies of insurance policies shall be provided to City. Consultant shall be financially responsible for all pertinent deductibles, self-insured retentions, and/or self-insurance. 12.Indemnification and Hold Harmless. Consultant shall,at its sole expense,defend,indemnify and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs,attorney's fees and costs of litigation,expenses,injuries,and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts,errors or omissions in the services provided by Consultant, Consultant's agents, subcontractors, subconsultants and employees to the fullest extent permitted by law, subject only to the limitations provided below. Consultant's duty to defend,indemnify and hold harmless City shall not apply to liability for damages arising out of such services caused by or resulting from the sole negligence of City or City's agents or employees. Consultant's duty to defend, indemnify and hold harmless City against liability for damages arising out of such services caused by the concurrent negligence of (a) City or City's agents or employees, and (b) Consultant,Consultant's agents,subcontractors,subconsultants and employees,shall apply only to the extent of the negligence of Consultant, Consultant's agents, subcontractors, subconsultants and employees. Consultant's duty to defend,indemnify and hold City harmless shall include,as to all claims,demands,losses and liability to which it applies,City's personnel-related costs,reasonable attorneys'fees,and the reasonable value of any services rendered by the office of the City Attorney,outside consultant costs,court costs,fees for collection, and all other claim-related expenses. Consultant specifically and expressly waives any immunity that may be granted it under the Washington State Industrial Insurance Act,Title 51 RCW. These indemnification obligations shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable to or for any third party under workers' compensation acts, disability benefit acts, or other employee benefits acts. Provided, that Consultant's waiver of immunity under this provision extends only to claims against Consultant by City,and does not include, or extend to, any claims by Consultant's employees directly against Consultant. Consultant hereby certifies that this indemnification provision was mutually negotiated. 13. Waiver. No officer,employee,agent or other individual acting on behalf of either Party has the power, right or authority to waive any of the conditions or provisions of this Agreement. No waiver in one instance shall be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law, shall be taken and construed as cumulative, and in addition to every other remedy Agreement for Professional Services Page 5 of 7 provided herein or by law. Failure of either Party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other Party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 14. Assignment and Delegation. Neither Party shall assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without first obtaining the written consent of the other Party. 15. Subcontracts. Except as otherwise provided herein,Consultant shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written approval of City. 16. Confidentiality. Consultant may,from time to time,receive information which is deemed by City to be confidential. Consultant shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 17. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes. between City and Consultant shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing,Consultant agrees that it may,at City's request,be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to Consultant's services under this Agreement. Consultant further agrees that the Arbitrator(s)decision therein shall be final and binding on Consultant and that judgment may be entered upon it in any court having jurisdiction thereof. 18. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness fees). 19. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed,modified or altered except in writing signed by the Parties hereto. 20. Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted or granted a present or future gift, favor, service or other thing of value from any person with an interest in this Agreement. 21.Business Registration. Prior to commencement of work under this Agreement,Consultant shall register with the City as a business. 22. Severability. If any section,sentence,clause or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other section, sentence, clause or phrase of this Agreement. 23. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B. Fee proposal C. Review for Conflicts of Interest D. Insurance Certificates Agreement for Professional Services Page 6 of 7 The Parties have executed this Agreement this�%�fday of , 2O CITY OF SPOKANE VALLEY Consu • t: i/ 41110Aiir,A. i d_ ..,' /4/All .e.te Mike Jackson, Ci Manager By: ,d4 1 ear- / Its: ' thori ed Representative ATT if APPROVED AS , FORM:����,�j / i alt t.,i, :_.:11\.._ / - hristine Bainbridge, City Clerk Office o 4- City A ey Agreement for Professional Services Page 7 of 7 EXHIBIT—A COMPREHENSIVE PLAN UPDATE SCOPE OF SERVICES 1.0 ADOPTION SCHEDULE The City of Spokane Valley is updating its Comprehensive Plan in conformance with RCW 36.70A.130(5).. The update will consist of four major phases: 1. Development of public participation program and community visioning, the Consultant compiled existing conditions and documents, developed the Public Participation Program, and completed the community visioning process. These tasks are detailed in Exhibit 1. 2. Analytics, Citizen-Initiated Amendment Request (CAR) and Plan Audit. In this phase, the Consultant will prepare Land Quantity Analysis (LQA) information, prepare existing conditions information, assist with the Citizen-Initiated Amendment Request (CAR) process, conduct a Comprehensive Plan audit, and provide recommendation on the SEPA Threshold Determination. The scope of work is detailed in Section 2 below. These tasks are anticipated to be completed by July 2015. 3. Development of draft plan and regulations. The Consultant will prepare the draft Comprehensive Plan elements, any related required draft regulations, and initiate the State Environmental Protection Policy Act (SEPA) environmental review process. 4. Development of final plan and regulations. The Consultant will prepare the Final Comprehensive Plan, regulations to implement the Comprehensive Plan, economic development strategic plan, and final SEPA documents. 2.0 ANALYTICS, CAR AND PLAN AUDIT - SCOPE OF SERVICES These tasks advance the update of the Comprehensive Plan from public visioning to more detailed analysis of the City's opportunities and challenges. 2.1 Land Quantity Analysis $1,500 1. Provide estimates of household demand by unit type based on city population targets. 2. Provide estimates of employment demand by type based on employment targets. 3. Technical support needed to implement the LQA and provide refinements based on results. 2.2 Analytics $15,000 1. Targeted analysis examining the "performance" of local zoning regulations in office, multi- family, and mixed-use zones. This analysis will feed into Task 2.3. This will include: • Development absorption analysis of residential, retail, office, and industrial products • Market assessment review of rents and occupancy trends • Pro-forma analysis of new office, retail, and multifamily residential prototypes • Assessment of buildable lands for development readiness, sorting by land value, vacant, redevelopable, size, access to utilities, and transportation access. 2. Baseline data analyses and representation of housing and economic trends. These analyses will cover trends in local GDP, employment, housing development, housing characteristic, taxable retail sales, and commute patterns. 3. Determine if the City provides the right mix of housing to support its economic objectives. 4. Review market conditions to identify existing or emerging economic development opportunities for the City. 5. Assess if there is a deficiency of regional facilities that enhance recreation, tourism, or the arts, if any. 6. Identify if there is an adequate supply of appropriately zoned land to support future commercial and manufacturing development and tourism oriented industries. If deficits or saturation exists in either provide suggestions for modification. 2.3 Existing Conditions Information $41,000 Consultant shall prepare initial existing conditions information to be used in an expanded SEPA checklist or EIS document. The information will relate to existing conditions and trends affecting the City's future as well as identify challenges and opportunities. Existing Conditions information will create a better understanding of Spokane Valley's past growth and identify potential areas for more focused planning. 1. Prepare existing conditions information related to Spokane Valley's demographics, economy, land use patterns, housing stock, transportation system, employment growth and growth trends. 2. Identify opportunities and constraints in the community which may affect the development of goals and policies in the Comprehensive Plan. 2.4 Citizen-Initiated Amendment Request(CAR) $20,000 1. Consultant shall assist in application completeness determinations as needed. 2. Consultant shall develop criteria for staff to use in review of CAR applications. 3. Consultant shall assist in the development of a staff report. 4. Consultant shall attend one Planning Commission public hearing and one City Council public hearing. Attendance at other meetings, if requested, will require a budget amendment. 5. Consultant shall provide documentation of Planning Commission and City Council recommendation for proceedings. 2.5 Comprehensive Plan Audit $21,000 1. Consultant shall conduct an audit of the existing Comprehensive Plan, including review of goals and policies, to identify which goals and/or policies will be revised, kept, moved, or added. 2. Consultant shall develop a spreadsheet to track proposed changes to goals and policies. 2.6 Public Meeting • $19,000 As part of the public engagement process, a meeting shall be held for this phase. 1. Consultant shall prepare public meeting materials, including information related to goals and policies of the Comprehensive Plan and information related to CAR applications received. 2. Consultant shall facilitate public meeting, which will include presentations and topical exercises. 3. The Consultant shall discuss public input received with City staff. 2.7 SEPA Documentation Recommendation $7,000 1. The Consultant shall provide a recommendation on the SEPA Threshold Determination, including input on whether an expanded SEPA checklist or EIS document should be prepared. 2.8 Travel Fees $2,500 3.0 NEXT PHASE COMPREHENSIVE PLAN SCOPE OF WORK 1. The Consultant shall determine what sections of the Comprehensive Plan are required by the GMA to be updated and develop a Scope of Work for completing the update to the Comprehensive Plan and Development Regulations. 4.0 CITY RESPONSIBILITIES 1. City staff shall create the required Geographic Information System (GIS) datasets for the LQA methodology, zoning, and land use. The City will create and print all maps associated with the update. 2. The City shall maintain the project record and provide a copy of the index to the Consultant team on a quarterly basis. 3. The City shall maintain a public comment matrix to track all input received and shall provide a copy of the matrix to the Consultant team on a quarterly basis. 4. The City shall maintain a mailing list of project stakeholders. EXHIBIT B: FEE SCHEDULE The consulting services required will be billed on an hourly basis. Hourly Rates ATTORNEY Jay Derr $375 Tadas Kisielius $280 Senior Associate $240 Junior Associate $225 PLANNING Senior Planner S 185 Planner $ 160 SUPPORT Planning Assistant/Paralegal $ 100 Graphics $ 60 Exhibit 2—Fee Schedule • EXHIBIT C. REVIEW FOR CONFLICTS Rule 1.7 of the Rules of Profession Conduct define a concurrent conflict of interest as a situation in which the representation of one client will be directly adverse to another client or there is a significant risk that the representation of one or more clients will be materially- limited by the lawyer's representation to another client. Notwithstanding the existence of a concurrent conflict of interest a lawyer may nevertheless represent a client if: (I) The lawyer reasonably believes that the lawyer will be able to provide competent and diligent representation to each affected client; (2) The representation is not prohibited by law; (3) The representation does not involve the assertion of a claim by one client against another client represented by the lawyer in the same litigation or another proceeding before a tribunal; and (4) Each affected client gives informed consent, confirmed in writing (following authorization from the other client to make any required disclosures). Consultant has conducted an internal review and identified four existing clients with which there is no current conflict, but for which there is a potential for a conflict to arise. Upon deliberation and review Consultant has concluded that it is reasonable to represent the City of Spokane Valley and the entities listed below upon full disclosure and written consent. The following descriptions provide full disclosure of the Consultant's representation of these four entities and Consultant's analysis of the potential conflicts. 1. Avista. Van Ness Feldman represents Avista in the defense of claims made by a number of northwest parties concerning power sales made from approximately 2000 to 2001. Additionally, Van Ness Feldman occasionally represents Avista with respect to federal regulatory obligations associated with its natural gas and electric utility businesses including: counseling regarding federal utility regulations; advocacy before the Federal Energy Regulatory Commission; and commercial transactions related to these regulatory obligations. Consultant has not represented Avista on local land use matters in Washington. However, because both the City and Avista are current clients, there is a potential for a conflict to arise. Consultant has not and will not represent Avista on matters related to land use issues in the City of Spokane Valley, unless the City consents, in writing to such representation in the future. During the term of this Contract, Consultant cannot represent the City adverse to Avista, without Avista's informed written consent. With that limitation, Consultant's representation of the City of Spokane Valley with regard to long range planning issues and project review would not materially limit Consultant's responsibilities to A vista. Similarly, Consultant's continued work for Avista on federal regulatory obligations associated with its natural gas and electric utility businesses is unrelated to Consultant's work for Spokane Valley' and. would not materially limit Consultant's responsibilities to Spokane Valley. 2. Central Premix. Exhibit 4—Review for Conflicts Consultant currently represents Central Premix in connection with permitting and operation of its facilities outside of the City of Spokane Valley. Consultant has not represented and will not represent Central Premix in relation to its existing facilities and operations in the City during the term of this Contract, unless the City consents, in writing to such representation in the future. Central Premix has recently filed a Citizen Amendment Request (CAR)to be considered by the City during the Comprehensive Plan update and the City's • update may include consideration of policies and regulations related to mineral resource lands. After an internal review,we have made the determination that we could proceed with our representation of the City in the Comprehensive Plan update upon full disclosure and the written consent of each client. Consultant's representation of the City of Spokane Valley with regard to long range planning issues and project review, including consideration of Central Premix's CAR and mineral resource policies and regulations, would not materially limit Consultant's responsibilities to Central Premix on matters outside the City. Similarly, Consultant's continued work for Central Premix in connection with permitting and operation of its facilities outside of the City' is unrelated to Consultant's work for Spokane Valley and would not materially limit Consultant's responsibilities to Spokane Valley. Central Premix has already provided its written consent to our continued representation of the City on the Comprehensive Plan update, including consideration of Central Premix's CAR and mineral resource policies and regulations, generally. 3. Imperium Terminal Services and Tesoro Savage Petroleum Terminal LLC. Consultant represents applicants for two independent marine terminal development projects ("Projects") outside of the City in Western Washington that will receive, store and transfer crude oil: Tesoro Savage Petroleum Terminal LLC ("Tesoro/Savage"), whose project is in Vancouver, Washington, and lmperium Terminal Services ("Imperium"), whose project is in Hoquiam. Consultant's representation of each terminal operator only involves the terminal site and operation of those facilities at those locations. These Projects have no involvement with the rail operations delivering materials to the facilities, nor with the shippers of the commodity. However, if constructed, customers using the facilities will ship crude oil by rail from various locations that will most likely travel along the rail line that runs through the City of Spokane Valley. In light of the public attention on these Projects, Consultant is acting out of an abundance of caution at this early stage to disclose Consultant's representation of Tesoro/Savage and Imperium and to seek City's consent for our continued representation related to the Projects. Consultant's representation of lmperium and Tesoro/Savage on their Projects, or with any other client with a project located outside of the City that relies on rail service that may pass through the City, is entirely unrelated to Consultant's representation of the City of Spokane Valley on land. use related issues. Consultant's representation of Tesoro;Savage and Imperium includes permitting for the Projects, associated environmental review, and any resulting litigation. Consultant has and will not during the term of this contract represent the City on any issues related to these two Projects, which are proposed in different jurisdictions in western Washington. Any potential City concerns would relate solely to indirect rail impacts from railroad operations that are not directly part of the Project and over which Tesoro/Savage and Imperium have no control: Consultant's representation of the City of Spokane Valley with regard to land use issues would not materially limit Consultant's responsibilities to Tesoro/Savage and Imperium, or to any other client outside of the City that relies on rail service that may pass through the City, regardless of the City's position on the Projects. Similarly, Consultant's continued work for Tesoro/Savage, Imperium, or any other or any other client project located outside of the City that relies on rail service that may pass through the City, on the permitting, environmental review and litigation associated with the Projects is unrelated to Consultant's work for the City of Spokane Valley and would not materially limit Consultant's responsibilities to the City of Spokane Valley. Exhibit 4—Review for Conflicts Client#:40157 VANNES YYYY) /2015 MIDD/ ACORDTM CERTIFICATE OF LIABILITY INSURANCE 4/28DATE(MM/DD/ 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 Darlene Hall CBIZ Insurance Services PHONE FAX (A/C,No,Ext): (A/C,No): 9755 Patuxent Woods Drive n DRESS: dahall@cbiz.com Suite 200 INSURER(S)AFFORDING COVERAGE NAIC# Columbia, MD 21046 INSURER A:Hartford Accident&Indemnity 22357 INSUREDINSURER B:Hartford Casualty Insurance Co 29424 Van Ness Feldman LLP INSURER C Hartford Fire Insurance Co. 02231 1050 Thomas Jefferson Street, NW INSURER D: Washington, DC 20007 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 ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) A GENERAL LIABILITY 42UUNUA7515 10/01/2014 10/01/201 i EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY I I DAMAGE TO RENTEDPREMISES(Ea occurrence) $700,000 I CLAIMS-MADE X OCCUR I MED EXP(Any one person) $10 000 _PERSONAL&ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $2,000,000 —1 POLICY JE X LOC $ A AUTOMOBILE LIABILITY 42UUNUA7515 10/01/2014 10/01/2015 Ea aBctleDn INGLE LIMIT $1,000,000 ANY AUTO BODILY INJURY(Per person) $ — ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON-OWNED Perraccident)ROPERTY DAMAGE $ AUTOS $ B I X UMBRELLA LIAB I X OCCUR 42XHUUG7098 10/01/2014 10/01/2015 EACH OCCURRENCE $15,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $15,000,000 I DED i X RETENTION$O WC STATU- OTH- ER $ C WORKERS COMPENSATION 42WBCK1795 10/01/2014 10/01/2015 X TORY LIMITS ER AND EMPLOYERS'LIABILITY 'ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N (DC,CA, ID, NY E.L.EACH ACCIDENT $500,000 IOFFICER/MEMBER EXCLUDED? N N/A '(Mandatory in NH) MA) E.L.DISEASE-EA EMPLOYEE $500,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $500,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(Attach ACORD 101,Additional Remarks Schedule,if more space is required) City of Spokane Valley is included as an Additional Insured under the General Liability insurance when there is a written contract with the policy holder requiring such organization be an Additional Insured. CERTIFICATE HOLDER CANCELLATION Cityof Spokane ValleySpokane SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE p P THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Valley City Hall ACCORDANCE WITH THE POLICY PROVISIONS. 11707 E.Sprague Avenue,Suite 106 AUTHORIZED REPRESENTATIVE Spokane Valey,WA 99206 CBIZ Insurance Services, Inc. 1 ©1988-2010 ACORD CORPORATION.All rights reserved. ACORD 25(2010/05) 1 of 1 The ACORD name and logo are registered marks of ACORD #S1087244/M977774 OPJG