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16-134.00 Evco Sound & Electronics: City Hall Council Chambers Design AGREEMENT FOR PROFESSIONAL SERVICES Evco Sound and Electronics Inc. Contract Number: 16-134 THIS AGREEMENT is made by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter "City" and Evco Sound and Electronics Inc. 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 Scope of Services, attached as Exhibit A. 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. 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 for the 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 shall accept modifications when ordered in writing by the City Manager or designee, so long as the additional work is within the scope of Consultant's area of practice. 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 effect until completion of all contractual requirements have been met as determined by City. Consultant shall complete its work by December 31, 2016 unless the time for performance is extended in Agreement for Professional Services(with professional liability coverage) Page 1 of 9 writing by the Parties. Either Party may terminate this Agreement for material breach after providing the other Party with at least 10 days' prior notice and an opportunity to cure the breach. City may, in addition, terminate this Agreement for any reason by 10 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 up to $18,600, (which includes Washington State Sales Tax if any is applicable) 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. 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: Evco Sound and Electronics Inc. Phone: (509)921-1000 Phone: (509) 535-8718 Address: 11707 East Sprague Ave., Suite 106 Address: 3511 East Trent Ave Spokane Valley, WA 99206 Spokane, WA 99202 6. Applicable Laws and Standards. The Parties, in the performance of this Agreement, agree to comply 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 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 antitrust statutes 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 Agreement for Professional Services(with professional liability coverage) Page 2 of 9 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 moreP ublic 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 and agreed 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. 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, 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. 2. Commercial general liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop-gap independent contractors and personal injury, and advertising injury. City shall be named as an additional insured under Consultant's commercial general liability insurance policy with respect to the work performed for the City using an additional insured endorsement Agreement for Professional Services(with professional liability coverage) Page 3 of 9 at least as broad as ISO CG 20 26. 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 for each occurrence,and $2,000,000 for general aggregate. 3. Professional liability insurance 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 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 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. 3. If Consultant maintains higher insurance limits than the minimums shown above, City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Consultant, irrespective of whether such limits maintained by Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Consultant. 4. Failure on the part of Consultant to maintain the insurance as required shall constitute a material breach of the Agreement, upon which the City may, after giving at least five business days' notice to Consultant to correct the breach, immediately terminate the Agreement, or at its sole discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to City on demand, or at the sole discretion of the City, offset against funds due Consultant from the City. 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 Agreement for Professional Services(with professional liability coverage) Page 4 of 9 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, 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 City harmless 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 pursuant to RCW 4.24.115. Consultant's duty to defend, indemnify,and hold City harmless 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, 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. A waiver in one instance shall not 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 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 prior 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. Agreement for Professional Services(with professional liability coverage) Page 5 of 9 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. Consultant shall register with the City as a business prior to commencement of work under this Agreement if it has not already done so. 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. Agreement for Professional Services(with professional liability coverage) Page 6 of 9 23. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B. Fee proposal C. Insurance Certificates �/ The Parties have executed this Agreement thiel G)ay of s ,2016. C Y OF S' o f / VALLEY Consu ant: rj AC5;10. i ' t')doer?_ / r Mark Calhoun,Acting City anager By: Its: Authorized Representative ATTEST: 0„.8—A_A_A.C... oRAAAA..124-,____ ej Christine Bainbridge,City Clerk: APPRO I AS TO FORM: /4411 Offilo4-1?ie Ali ttorn Agreement for Professional Services(with professional liability coverage) Page 7 of 9 Exhibit A—Scope of Services 1. Design and development of plans for the AudioNisual systems in council chambers in the new City Hall. Plans should include items outlined below. 2. Provide specifications and project documentation. 3. Provide project coordination with contractors. 4. Create a Request for Proposal(RFP)word document to use to put the project out for bid. AudioNisual requirements for the new council chambers are listed below: • Sound system with a feed to TV studio and AN distribution system o Sound system will already include 24 Shure microflex wireless mics that will be moved from the existing site o Sound system needs to include assisted listening system o Sound system need to include ability to add phone calls into council meetings with council's ability to speak to the caller • Video cameras for broadcast purposes o Video system will include and HD Tricaster that will be moved from the existing site o Currently have 5 SD cameras to be replaced with HD cameras, number can change based on location/needs in room o All cameras to be ceiling/wall mounted and be remote PTZ o Camera feeds will not be displayed on monitors in council chambers(should feed overflow/conference rooms) • Video distribution system o Video feeds to Tricaster/council chamber screens/lobby/conference rooms(at least 3 separate conference rooms will have the video feed • Video presentation o Replicate current setup which includes presentation computer(powerpoint/videos)on all screens o We may add a document camera • System control o Currently we use a Crestron system with a remote pad to switch between computer sources to display on the screen and to dial out for conference calls. This system would need to be replicated/updated o Possibly include dimming of lights and so on. Currently we do not dim the lights,the current council does not like having any type of"stage lighting"aimed at them. The new room and setup may require it however. Agreement for Professional Services(with professional liability coverage) Page 8 of 9 B. Fee proposal Design and development - $9,600.00 Specifications and project documentation- $5,350.00 Project coordination- $3,650.00 Total design and engineering fee $18,600.00 Agreement for Professional Services(with professional liability coverage) Page 9 of 9 �..., EVCOSOU-01 CUKA .4kCORv° CERTIFICATE OF LIABILITY INSURANCE DAT/22/2D/YYYY) 9/22/2016 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: Amber Comfort,CIC,ACSR Moloney O'Neill/Alliant Insurance Services Inc. PHONE 509 343-9246 FAX (509)325-1803 818 W.Riverside,Ste 800 (ac,No,Ext):( ) (A/C,No): Spokane,WA 99201 ADDRESS:acomfort@mo-ins.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Continental Western Insurance Company 10804 INSURED INSURER B: Evco Sound&Electronics Inc INSURER C: 3511 E Trent INSURER D: Spokane,WA 99202 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 WLIMITS LTR INSD VD POLICY NUMBER (MMIDD/YYYY) (MM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR X CPA284942727 11/26/2015 11/26/2016 PREMISES EaEoccu ence) $ 300,000 MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY X JEC PR -T LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: AUTOMOBILE LIABIUTY COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) A X ANY AUTO CPA284942727 11/26/2015 11/26/2016 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS (Per accident) $ UMBRELLA LIAB OCCUREACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITYSTATUTE ER A ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N N/A CPA284942727 11/26/2015 11/26/2016 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS!VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City of Spokane Valley is additional insured with respects to general liability for the ongoing operations of the Named Insured.Coverage is primary and non contributory per form attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN The City of Spokane Valley ACCORDANCE WITH THE POLICY PROVISIONS. 11707 E Sprague Ave Spokane Valley,WA 99206 AUTHORIZED REPRESENTATIVE I ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY CL CG 00 13 08 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY PLATINUM ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. MEDICAL PAYMENTS If SECTION I- COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit provided by this policy, subject to the terms of SECTION III - LIMITS OF INSURANCE, shall be the greater of: a. $10,000;or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. B. FIRE, LIGHTNING, EXPLOSION, SMOKE AND SPRINKLER LEAKAGE DAMAGE TO PREMISES YOU RENT If damage to premises rented to you under Coverage A. is not otherwise excluded from this policy, the following applies: 1. The last paragraph of SECTION I-COVERAGE A.2. Exclusions is deleted and replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or sprinkler leakage to premises while rented to your or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in SECTION III - LIMITS OF INSURANCE. 2. Paragraph 6. of SECTION III - LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. above,the greater of: a. $300,000;or b. the Damage To Premises Rented To You Limit shown in the Declarations; is the most we will pay under COVERAGE A for damages because of "property damage" to any one premises, while rented to you or temporarily occupied by you with the permission of the owner. 3. Paragraph 4.b.(1)(a)(ii) Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is deleted and replaced by the following: (ii) That is Fire, Lightning, Explosion, Smoke or Sprinkler Leakage insurance for premises rented to you or temporarily occupied by you with the permission of the owner; 4. Paragraph 9.a. of SECTION V- DEFINITIONS is deleted and replaced by the following: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke or sprinkler leakage to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; CL CG 00 13 08 13 Includes copyrighted material of Insurance Services Page 1 of 6 Office,Inc.with its permission C. LIMITED NON-OWNED WATERCRAFT 1. Paragraph g.(2) of SECTION I - COVERAGE A.2. Exclusions is deleted and replaced by the following: A watercraft you do not own that is: a. Less than 51 feet long;and b. Not used to carry persons or property for a charge. D. SUPPLEMENTARY PAYMENTS SECTION I-SUPPLEMENTARY PAYMENTS-COVERAGES A AND B is amended as follows: 1. The limit of insurance in paragraph 1.b. is increased from $250 to$2,500; and 2. The limit of insurance in paragraph 1.d. is increased from $250 to$500. E. AUTOMATIC ADDITIONAL INSURED - SPECIFIED RELATIONSHIPS - PRIMARY NON-CONTRIBUTORY The following is added to Paragraph 2. of SECTION II-WHO IS AN INSURED: e. Any person or organization described below, when you are obligated by virtue of a written contract or agreement that such person be added as an additional insured on your policy. When required by virtue of a written contract or agreement, coverage provided to any additional insured will be on a primary basis and will not seek contribution from the additional insured's policy. Only the following persons or organizations are additional insureds under this endorsement: (1) Managers Or Lessors Of Premises. The manager or lessor of a premise leased to you, but only with respect to liability arising from the ownership, maintenance or use of that part of the premises leased to you and subject to the following additional exclusions: This insurance does not apply to: (a) Any"occurrence"which takes place after you cease to be a tenant of that premises. (b) Structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor. (2) Lessor Of Leased Equipment. Any person or organization from whom you lease equipment, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). However, this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. (3) Vendors. Any person or organization, but only with respect to "bodily injury" or "property damage" arising out of "your products" shown in the Schedule which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: a. The insurance afforded the vendor does not apply to: 1. "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; 2. Any express warranty unauthorized by you; 3. Any physical or chemical change in the product made intentionally by the vendor; CL CG 00 13 08 13 Includes copyrighted material of Insurance Services Page 2 of 6 Office,Inc.with its permission 4. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; 5. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; 6. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; 7. Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. b. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. (4) State Or Political Subdivision - Permits Or Authorizations Relating To Premises. Any state or political subdivision, subject to the following additional provision: This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with premises you own, rent, or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar exposures;or (b) The construction, erection, or removal of elevators;or (c) The ownership, maintenance, or use of any elevators covered by this insurance. Limits of insurance for such additional insured are the limits in this coverage form or the limits you and such additional insured agreed to by virtue of a contract or agreement,whichever is less. These limits are inclusive of and are not in addition to the Limits Of Insurance shown in the Declarations. When required by virtue of a written contract or agreement, coverage provided to any additional insured AUTOMATIC ADDITIONAL INSURED - SPECIFIED RELATIONSHIPS - PRIMARY NON-CONTRIBUTORY will be on a primary basis and will not seek contribution from the additional insured's policy. F. BROADENED NAMED INSURED-NEWLY ACQUIRED 180 DAYS Paragraph 3. of SECTION II-WHO IS AN INSURED is deleted and replaced by the following: Any organization you newly acquire or form, other than a joint venture, and over which you maintain ownership or majority interest of more than 50% will be a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period,whichever is earlier. b. COVERAGE A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization. c. COVERAGE B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. G. AGGREGATE LIMITS OF INSURANCE The General Aggregate Limit under SECTION III - LIMITS OF INSURANCE applies separately to each of your: CL CG 00 13 08 13 Includes copyrighted material of Insurance Services Page 3 of 6 Office,Inc.with its permission 1. Projects away from premises owned by or rented to you. 2. "Locations"owned by or rented to you. "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. When paragraph B. Construction Project General Aggregate Limit on form CL CG 00 20 is a part of this policy, then paragraph G. Aggregate Limits of Insurance of this endorsement does not apply. H. KNOWLEDGE OF OCCURRENCE The following is added to paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of SECTION IV-COMMERCIAL GENERAL LIABILITY CONDITIONS: e. A report of an "occurrence", offense, claim or"suit"to: (1) You, if you are an individual, (2) A partner, if you are a partnership, (3) An executive officer, if you are a corporation, or (4) A manager, if you are a limited liability company; is considered knowledge and requires you to notify us of the "occurrence", offense, claim, or"suit"as soon as practicable. f. We are considered on notice of an "occurrence", offense, claim or "suit" that is reported to your Workers' Compensation insurer for an event which later develops into an "occurrence", offense, claim or "suit" for which there is coverage under this policy. However, we will only be considered on notice if you notify us as soon as you know the claim should be addressed by this policy rather than your Workers' Compensation policy. I. UNINTENTIONAL OMISSIONS The following is added to paragraph 6. Representations of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: d. If you unintentionally fail to disclose any exposures existing at the inception date of your policy, we will not deny coverage under this Coverage Part solely because of such failure to disclose. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. This provision does not apply to any known injury or damage which is excluded under any other provision of this policy. J. MENTAL ANGUISH Paragraph 3. of SECTION V- DEFINITIONS is deleted and replaced by the following: 3. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish or death resulting from any of these at any time. K. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is amended by the addition of the following: We waive any right of recovery we may have because of payments we make for "bodily injury" or "property damage" arising out of your ongoing operations or "your work" done under a contract requiring such waiver with that person or organization and included in the "products-completed operations hazard". However, our rights may only be waived prior to the "occurrence"giving rise to the injury or damage for which we make payment under this Coverage Part. The insured must do nothing after a loss to impair our rights. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce those rights. CL CG 00 13 08 13 Includes copyrighted material of Insurance Services Page 4 of 6 Office,Inc.with its permission Paragraph K.WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS does not apply if another waiver of transfer of rights of recovery against others is endorsed separately to this policy. L. OTHER INSURANCE When Coverage applies in this General Liability Enhancement Endorsement, no other coverage or limit of insurance in the policy applies to loss or damage insured by this coverage. M. NON-EMPLOYMENT DISCRIMINATION LIABILITY(DEFENSE WITHIN LIMITS) The following is added to paragraph 14. "Personal and advertising injury" SECTION V - DEFINITIONS of COMMERCIAL GENERAL LIABILITY COVERAGE FORM: h. Non-employment discrimination. Non-employment discrimination means violation of a person's civil rights with respect to such person's race, color, national origin, religion, gender, marital status, age, sexual orientation or preference, physical or mental condition, or any other protected class or characteristic established by any federal, state or local statutes, rules or regulations. Non-employment discrimination does not include violation of civil rights arising out of past, present or prospective employment. Our obligation under the Personal and Advertising Injury Liability Coverage to pay non- employment discrimination liability damages on your behalf applies only to the amount of damages in excess of$5,000 deductible as the result of any one offense regardless of the number of persons or organizations who sustain damages because of the offense. The most we will pay for all damages for non-employment discrimination is $15,000 annual aggregate. No other liability to pay sums or perform acts or services is covered. Supplemental Payments - Coverages A and B do not apply to non-employment discrimination coverage. N. ADDITIONAL INSURED- OWNERS, LESSEES OR CONTRACTORS OR OTHERS- AUTOMATIC, INCLUDING PRIMARY NON-CONTRIBUTORY 1. SECTION II -WHO IS AN INSURED is amended to include as an additional insured any person or organization for whom you are performing operations when you are obligated by virtue of a written contract or agreement that such person or organization be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused by your ongoing operations for the additional insured and only to the extent that such "bodily injury", "property damage" or "personal and advertising injury" is caused by your negligence or the negligence of those performing operations on your behalf. This insurance does not apply to "bodily injury", "property damage", "personal and advertising injury" included within the"products-completed operations hazard". This insurance does not apply to any additional insured scheduled on your policy by separate endorsement 2. Limits of Insurance Limits of insurance for such additional insured are the limits in this coverage form or the limits you and such additional insured agreed to by virtue of a contract or agreement, whichever is less. These limits are inclusive of and are not in addition to the Limits Of Insurance shown in the Declarations. 3. Exclusions A. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of: 1. The rendering of or failure to render any professional services by you or on your behalf, but only with respect to either or both of the following operations: CL CG 00 13 08 13 Includes copyrighted material of Insurance Services Page 5 of 6 Office,Inc.with its permission a. Providing engineering, architectural or surveying services to others in your capacity as an engineer, architect or surveyor;and b. Providing, or hiring independent professionals to provide, engineering, architectural or surveying services in connection with construction work you perform. 2. Subject to Paragraph 3. below, professional services include: a. Preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, or drawings and specifications; and b. Supervisory or inspection activities performed as part of any related architectural or engineering activities. 3. Professional services do not include services within construction means, methods, techniques, sequences and procedures employed by you or performed by or for the construction manager, its employees or its subcontractors in connection with your ongoing operations. B. "Bodily injury"or"property damage"occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed;or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. 4. Primary Non-Contributory When required by virtue of a written contract or agreement, coverage provided to any additional insured by ADDITIONAL INSURED - OWNERS, LESSEES, CONTRACTORS OR OTHERS - ONGOING OPERATIONS - AUTOMATIC, INCLUDING PRIMARY NON CONTRIBUTORY will be on a primary basis and will not seek contribution from the additional insured's policy. CL CG 00 13 08 13 Includes copyrighted material of Insurance Services Page 6 of 6 Office,Inc.with its permission EVCOSOU-01BBAER DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 11/22/2016 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). CONTACT Amber Comfort, CIC, ACSR PRODUCER NAME: Moloney O’Neill/Alliant Insurance Services Inc. FAX PHONE (509) 343-9246(509) 325-1803 (A/C, No): (A/C, No, Ext): 818 W. Riverside Ave, Ste 800 E-MAIL acomfort@mo-ins.com Spokane, WA 99201 ADDRESS: INSURER(S) AFFORDING COVERAGENAIC # Continental Western Insurance Company10804 INSURER A : INSURED INSURER B : INSURER C : Evco Sound & Electronics Inc 3511 E Trent INSURER D : Spokane, WA 99202 INSURER E : INSURER F : COVERAGESCERTIFICATE 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. ADDLSUBR POLICY EFFPOLICY EXP INSR TYPE OF INSURANCELIMITS POLICY NUMBER (MM/DD/YYYY)(MM/DD/YYYY) LTR INSDWVD AX 1,000,000 COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE$ DAMAGE TO RENTED X CPA28494272811/26/201611/26/2017 300,000 CLAIMS-MADEOCCUR$ PREMISES (Ea occurrence) 10,000 MED EXP (Any one person)$ 1,000,000 PERSONAL & ADV INJURY$ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$ XX PRO- 2,000,000 POLICYLOCPRODUCTS - COMP/OP AGG$ JECT $ OTHER: COMBINED SINGLE LIMIT 1,000,000 AUTOMOBILE LIABILITY $ (Ea accident) AX CPA28494272811/26/201611/26/2017 BODILY INJURY (Per person)$ ANY AUTO ALL OWNEDSCHEDULED BODILY INJURY (Per accident)$ AUTOSAUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS (Per accident) AUTOS $ UMBRELLA LIAB EACH OCCURRENCE$ OCCUR EXCESS LIAB CLAIMS-MADEAGGREGATE$ $ DEDRETENTION$ PEROTH- WORKERS COMPENSATION STATUTEER AND EMPLOYERS' LIABILITY Y / N A CPA28494272811/26/201611/26/2017 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVEE.L. EACH ACCIDENT$ N / A OFFICER/MEMBER EXCLUDED? 1,000,000 (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE$ If yes, describe under 1,000,000 E.L. DISEASE - POLICY LIMIT$ DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDERCANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Spokane Valley City Hall ACCORDANCE WITH THE POLICY PROVISIONS. 10210 E Sprague Ave Spokane Valley, WA 99206 AUTHORIZED REPRESENTATIVE © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01)The ACORD name and logo are registered marks of ACORD 1~.r ) /3cø j ® DATE(MMIDDNYYY) AccPR 0 CERTIFICATE OF LIABILITY INSURANCE 11/22/2017 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(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONT PRODUCER NAMEACT RM Home Office TrueNorth Companies, L.C. PHONE 319-366-2723 FAX 877-810-6374 500 1st St SE (A/CNq Ext)• (A/C.No): Cedar Rapids IA 52401 E-MAIL INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Atlantic Specialty Insurance Company 27154 INSURED EVCOSOU-01 INSURER B: EVCO Sound&Electronics Inc INSURER C: 3511 E Trent Ave Spokane WA 99202-4416 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:854582656 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYYI A x COMMERCIAL GENERAL LIABILITY Y 711-01-60-55-0000 11/26/2017 11/26/2018 EACH OCCURRENCE $1,000,000 DAMAGE RENTED CLAIMS-MADE X OCCUR PREM SESO(Ea occurrence) $500,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 X POLICY SECT X LOC PRODUCTS-COMP/OPAGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY 711-01-60-55-0000 11/26/2017 11/26/2018 COMBINED BIKED;accident) "'1,000,000 LIMIT $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED — NON-OWNED PROPERTY DAMAGE X AUTOS ONLY x AUTOS ONLY (Per accident) $ A X UMBRELLA LIAB X OCCUR 711-01-60-55-0000 11/26/2017 11/26/2018 EACH OCCURRENCE $2,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $2,000,000 DED X RETENTION$0 $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Washington State-Stop Gap 711-01-60-55-0000 11/26/2017 11/26/2018 WA State-Stop Gap 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) If Yes is indicated above for add'I insd forms Gen Liab#VCG207(premises),#VCG207(completed operations),Auto Liab#VCA201 applies. If Yes is indicated above for waiver of subrogation forms Gen Liab#VCG207,Auto Liab#VCA201. Coverage is extended for work performed and required under written contract with the above named insured. Project:Spokane Valley City Hall Council Chambers AV&Sound See Attached... CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Spokane Valley THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 10210 E Sprague Ave ACCORDANCE WITH THE POLICY PROVISIONS. Spokane Valley WA 99206 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: EVCOSOU-01 LOC#: A ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED TrueNorth Companies, L.C. EVCO Sound&Electronics Inc 3511 E Trent Ave POLICY NUMBER Spokane WA 99202-4416 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE City of Spokane Valley is additonal insured as respects general liability. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD