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21-095.00 Etter McMahon etal: Sprague/Barker Intersection Improvements Contract No.21-095 AGREEMENT FOR PROFESSIONAL SERVICES Etter,McMahon,Lamberson,Van Wert,and Oreskovich P.0 THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and Etter, McMahon, Lamberson, Van Wert, and Oreskovich, P.C., 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 their work by December 31 st, 2025 unless the time for performance is extended in writing by the Parties. Agreement for Professional Services—Etter,McMahon condemnation counsel Page 1 of 10 Contract No.21-095 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 the hourly rates as specified in Exhibit A, in an amount not to exceed $25,000,as full compensation for everything done under this Agreement. Firm 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: Megan C.Clark Phone: (509)720-5000 Phone: 509-747-9100 Address: 10210 East Sprague Avenue Address: 618 W.Riverside Ave., Ste. 210 Spokane Valley,WA 99206 Spokane, WA 99201 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. 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 governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph(A)(2)of this certification;and Agreement for Professional Services—Etter,McMahon condemnation counsel Page 2 of 10 Contract No. 21-095 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 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's required insurance shall be of the types and coverages as stated below: 1.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 at least as broad as ISO CG 20 26. 2. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. Agreement for Professional Services—Etter,McMahon condemnation counsel Page 3 of 10 Contract No. 21-095 3.Professional liability insurance appropriate to Consultant's profession. B.Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1. General liability insurance shall be written with a combined single limit no less than $2,000,000 each occurrence, and $2,000,000 general aggregate. It shall provide that the City,its officers and employees are additional insureds,but only with respect to the Firm's services to be provided under this Contract;and 2.Professional liability insurance shall be written with a combined single limit no less than $2,000,000 per claim and $2,000,000 policy aggregate limit. This is to cover damages caused by the error, omission, or negligent acts related to the professional services to be provided under this Contract. If coverage is to be provided on a claims-made basis, the Firm shall warrant that any policy retroactive date precedes the effective date of the Contract. The coverage must remain in effect for at least two years after the Contract is completed. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. C.Other Insurance Provisions. The Consultant's policies are to contain,or be endorsed to contain, the following provisions for automobile 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 self-insured pool coverage maintained by City shall be in excess of Consultant's insurance and shall not contribute with it. 2.Consultant shall provide City and all additional insured for this work with written notice of any policy cancellation within two business days of their receipt of such notice. 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. Agreement for Professional Services—Etter,McMahon condemnation counsel Page 4 of 10 Contract No. 21-095 E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Agreement before commencement of the work. 12.Indemnification. Consultant shall indemnify the City,its officers and employees,from and against all direct damages,liability,cost and expense proximately caused by the negligent performance of Consultant's professional obligations under this Agreement, subject to such defenses as Consultant may have under applicable law to a claim for negligence in the performance of its obligations. Consultant shall have no liability hereunder for punitive, consequential, special or other indirect damages. This indemnification is solely for the benefit of the City and no third party beneficiary or other rights shall be created under this section. Consultant's liability shall be limited to the insurance coverage set forth herein. However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City,its officers, officials, employees, and volunteers, the Consultant's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Consultant's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial Insurance, Title 51, RCW, solely for the purpose of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 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. 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. 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). Agreement for Professional Services—Etter,McMahon condemnation counsel Page 5 of 10 Contract No. 21-095 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.Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement, the Consultant, for itself, its assignees,and successors in interest agrees as follows: A. Compliance with Regulations: The Consultant shall comply with the federal laws set forth in Section 7 of this Exhibit("Acts and the Regulations")relative to non-discrimination in federally- assisted programs of the U.S. Department of Transportation, Washington State Department of Transportation (WSDOT), as they may be amended from time-to-time, which are herein incorporated by reference and made a part of this Agreement. B. Non-discrimination: The Consultant, with regard to the work performed by it during this Agreement, shall 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 Consultant shall 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. C.Solicitations for Subcontracts,Including Procurements of Materials and Equipment:In all solicitations, either by competitive bidding, or negotiation made by the Consultant for work to be performed under a subcontract,including procurements of materials,or leases of equipment, each potential subcontractor or supplier shall be notified by the Consultant of the Consultant's obligations under this Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race,color,or national origin. D. Information and Reports: The Consultant shall provide all information and reports required by the Acts,the Regulations, and directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the City or the WSDOT to be pertinent to ascertain compliance with such Acts, Regulations, and instructions.Where any information required of Consultant is in the exclusive possession of another who fails or refuses to furnish the information, the Consultant shall so certify to the City or the WSDOT,as appropriate,and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance: In the event of a Consultant's noncompliance with the non-discrimination provisions of this Agreement,the City will impose such contract sanctions as it or the WSDOT may determine to be appropriate,including,but not limited to: 1. withholding payments to the Consultant under the Agreement until the Consultant complies; and/or 2. cancelling,terminating, or suspending the Agreement,in whole or in part. Agreement for Professional Services—Etter,McMahon condemnation counsel Page 6 of 10 Contract No.21-095 F. Incorporation of Provisions: The Consultant shall include the provisions of paragraphs one through six of this Exhibit in every subcontract,including procurements of materials and leases of equipment,unless exempt by the Acts,the Regulations and directives issued pursuant thereto.The Consultant shall take action with respect to any subcontract or procurement as the City or the WSDOT may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided, that if the Consultant becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction,the Consultant may request that the City enter into any litigation to protect the interests of the City. In addition,the Consultant may request the United States to enter into the litigation to protect the interests of the United States. G. Pertinent Non-Discrimination Authorities: During the performance of this Agreement, the Consultant agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: 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); Agreement for Professional Services—Etter,McMahon condemnation counsel Page 7 of 10 Contract No. 21-095 Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non-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);and 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.). 22. 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. 23.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. 24. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B.Fee Schedule C. Insurance Certificates The Parties have executed this Agreement this 'allay of � LD le ,20 2 I . CIT OF SPOKANE VALLEY Consultant: 14 tailk C 'ell/&(—• i1 .11 i 1 Cc )`---' Mark Calhoun,City Manager By: M- . Clark Its: Authorized Representative APP O�V`ED A FORM: Office of t e�City A ey Agreement for Professional Services—Etter,McMahon condemnation counsel Page 8 of 10 Contract No. 21-095 EXHIBIT A-SCOPE OF WORK/REPRESENTATION FOR SPRAGUE/BARKER INTERSECTION IMPROVEMENT PROJECT 1. The Consultant will represent the City, and if applicable, its employees and elected officials with respect to condemnation matters, as required by the City in the opinion of the City Attorney and City Manager and agreed to by the Consultant in writing. Specific assignments may include investigation of claims, all aspects of litigation, appeals, and additional legal representation or consultation tasks as assigned by the City. 2. Conflicts of Interest. The Firm or attorney who is selected to represent the City must disclose any actual or potential conflicts of interest,and will be prohibited from engaging in or carrying on, any legal work on behalf of any client that is directly adverse to the City or its interests, without the specific written consent and waiver of the Office of the City Attorney.Waivers will be evaluated on a case-by-case basis.The Firm or attorney engaged to represent the City shall have a continuing duty to disclose such information.The Office of the City Attorney will NOT sign"blanket" waivers. 3. Confidential Information. All confidential communications between the City, its officers, employees or agents, and the Firm, whether oral or written, and all documentation whether prepared by the Firm or the City shall be considered privileged and shall not be disclosed, except by the written consent of the City Attorney. Agreement for Professional Services—Etter,McMahon condemnation counsel Page 9 of 10 Contract No.21-095 EXHIBIT B—FEE SCHEDULE 1. Each billing statement shall be set forth for each date services were performed: a. A brief summary of the services provided;and b. The number of hours,or fractions of hours spent by each provider;and c. The hourly rates of each provider. 2. Expenses and disbursements shall be shown in detail: a. Air travel shall be approved by the City in advance and is reimbursable at coach rates;and b. The City must NOT be charged for courier service or other expedited mail delivery,unless the urgency was caused by the City or the City requests the service; and c. Billings for experts or consultants retained by the Consultant shall be provided in a substantially similar format as outlined above. 3. Any changes in outside counsel's fee schedule shall be discussed with the City Attorney prior to implementation. 4. The Consultant has been retained because of its expertise. The City shall not be billed for basic general legal or technical research necessary to educate staff or less experienced attorneys without advanced City approval. The City shall not be billed for any time spent in preparing or reviewing the Firm's billings to the City or for internal quality control procedures. Unless approved in advance,the City will not reimburse for time spent by more than one attorney attending meetings, witness interviews,depositions,hearings and the like. 5. FEE SCHEDULE Hourly Rates Partners: $250.00 Associates:$180.00 Paralegals: $90.00 Law Clerks: $75.00 Reimbursable expenses shall include: Litigation expenses Disbursements and out-of-pocket expenses Computerized legal research Court reporter appearance fees Deposition(transcription and/or video)fees Fees for retrieval of records Mediation or arbitration fees Court costs and filing fees Payments to outside investigators Expert witnesses and/or expert consultants Court transcripts Demonstrative aids Witness fees Mileage All Other Items for which the Consultant may advance or incur costs for the City's benefit Agreement for Professional Services—Etter,McMahon condemnation counsel Page 10 of 10 PROASSURANCE LawyerCare "Tir.1 .'J ICtiI` LAWYERS PROFESSIONAL LIABILITY INSURANCE POLICY DECLARATIONS Policy Number Issuing Company 21 MCWA000088 Medmarc Casualty Insurance Company 4795 Meadow Wood Lane, Suite 335 West Chantilly, VA 20151 (A Stock Company) DNamed Insured and Address Policy Period Etter, McMahon, Lamberson,Van Wert& Effective Date: 5/31/2021 Oreskovich, P.C. Expiration Date: 5/31/2022 618 West Riverside Avenue, Suite 210 Spokane,WA 99201 12:01 A.M. Standard Time at the address of the Named Insured as stated herein. © Retroactive Date Full Prior Acts Unless indicated otherwise in an Endorsement attached to this policy 4 Limit of Liability $5,000,000.00 Each Claim $5,000,000.00 Aggregate © Deductible $10,000.00 Each Claim $30,000.00 Aggregate 6 Premium $23,184.00 1/1 Fees (if applicable) $0.00 Issue Date: 05/14/2021 LCP101 (9/14)©2014 ProAssurance Corporation Page 1 of 1 TRAVELERS ELER 7 J One Tower Square, Hartford, Connecticut 06183 RENEWAL CERTIFICATE COMMON POLICY DECLARATIONS POLICY NO.: 680-533M9549-20-42 OFFICE PAC ISSUE DATE: 10/14/2020 BUSINESS:LAWYERS INSURING COMPANY: TRAVELERS CASUALTY INSURANCE COMPANY OF AMERICA 1. NAMED INSURED AND MAILING ADDRESS: ETTER, MCMAHON, LAMHERSON, VAN WERT & ORESKOVICH, P.C. 618 W RIVERSIDE AVE, SUITE 210 SPOKANE WA 99201 2. POLICY PERIOD: From 11/24/202o to 11/24/2021 12:01 A.M. Standard Time at your mailing address. 3. LOCATIONS: PREM. BLDG. OCCUPANCY ADDRESS (same s Mailing Address NO. NO. unless specified�otherwice) 001 001 LAWYERS 618 W RIVERSIDE AVE SUITE 210 SPOKANE WA 99201 4. COVERAGE PARTS AND SUPPLEMENTS FORMING PART OF THIS POLICY AND INSURING COMPANIES COVERAGE PARTS AND SUPPLEMENTS INSURING COMPANY Businessowners Coverage Part ACJ 5. The COMPLETE POLICY consists of this declarations and all other declarations, and the forms and endorse - ments for which symbol numbers are attached on a separate listing. 6. SUPPLEMENTAL POLICIES: Each of the following is a separate policy containing its complete provisions. POLICY POLICY NUMBER INSURING COMPANY DIRECT BILL 7. PREMIUM SUMMARY: Provisional Premium $ 662.00 Due at Inception $ Due at Each $ NAME AND ADDRESS OF AGENT OR BROKER COUNTERSIGNED BY: ALLIANT INS SERV INC F7048 818 W RIVERSIDE AVE STE 800 Authorized Representative SPOKANE WA 99201 IL TO 25 08 01 (Page 1 of 01) DATE: 10/14/2020 Office: SEATTLE WA DOWN .fi c t6. TRAVELERS J One Tower Square, Hartford, Connecticut 06183 BUSINESSOWNERS COVERAGE PART DECLARATIONS OFFICE PAC POLICY NO.: 680-533M9549-20-42 ISSUE DATE: 10/14/2020 INSURING COMPANY: TRAVELERS CASUALTY INSURANCE COMPANY OF AMERICA POLICY PERIOD: From 11-24-20 to 11-24-21 12:01 A.M. Standard Time at your mailing address FORM OF BUSINESS: CORPORATION COVERAGES AND LIMITS OF INSURANCE: Insurance applies only to an item for which a "limit" or the word "included" is shown. COMMERCIAL GENERAL LIABILITY COVERAGE OCCURRENCE FORM LIMITS OF INSURANCE General Aggregate (except Products-Completed Operations Limit) $ 2,000,000 Products-completed Operations Aggregate Limit $ 2,000,000 Personal and Advertising Injury Limit $ 1,000,000 Each Occurrence Limit $ 1,000,000 Damage to Premises Rented to You $ 300,000 Medical Payments Limit (any one person) $ 5,000 BUSINESSOWNERS PROPERTY COVERAGE DEDUCTIBLE AMOUNT: Businessowners Property Coverage: $ 500 per occurrence. Building Glass: $ 500 per occurrence. BUSINESS INCOME/EXTRA EXPENSE LIMIT: Actual loss for 12 consecutive months Period of Restoration-Time Period: Immediately ADDITIONAL COVERAGE: Fine Arts: $ 25,000 Other additional coverages apply and may be changed by an endorsement. Please read the policy. SPECIAL PROVISIONS: COMMERCIAL GENERAL LIABILITY COVERAGE IS SUBJECT TO A GENERAL AGGREGATE LIMIT MP TO 01 02 05 (Page 1 of 2 ) BUSINESSOWNERS PROPERTY COVERAGE PREMISES LOCATION NO.: 001 BUILDING NO. : 001 LIMIT OF INFLATION COVERAGE INSURANCE VALUATION COINSURANCE GUARD BUSINESS PERSONAL PROPERTY $ 673,054 RC* N/A 0.0% *Replacement Cost COVERAGE EXTENSIONS: Accounts Receivable $ 1,000,000 Valuable Papers $ 25,000 Other coverage extensions apply and may be changed by an endorsement. Please read the policy. MP TO 01 02 05 (Page 2 of 2 ) Candice Powers-Henderson 2. I - nq From: Megan Clark <MClark@ettermcmahon.com> Sent: Wednesday, June 23, 2021 12:25 PM To: Candice Powers-Henderson Subject: RE: Sprague/Barker Intersection Project - Legal Services Contract Candice, Thank you! I approve of the change. Thanks again, Megan From: Candice Powers-Henderson<cphenderson@spokanevalley.org> Sent:Tuesday,June 22, 2021 10:15 AM To: Megan Clark<MClark@ettermcmahon.com> Subject: RE: Sprague/Barker Intersection Project- Legal Services Contract Hi Megan, We have revised the insurance coverage requirements for the Sprague/Barker Intersection project contract to $1,000,000/$2,000,000 for general liability, which meets your coverage. Do you approve of the change per page 4 of the contract? See attached. Thanks! Candice Powers-Henderson I Administrative Assistant 10210 E.Sprague Avenue I Spokane Valley,WA 99206 (509)720-5003 I cphenderson@spokanevallev.org ntll n ��a11ey This email and any attachments may be subject to disclosure pursuant to Washington State's Public Record Act,chapter 42.56 RCW. From: Megan Clark<MCIark@ettermcmahon.com> Sent: Monday,June 14, 2021 2:40 PM To: Candice Powers-Henderson <cphenderson@spokanevallev.org> Cc: Erica Amsden <eamsden@spokanevallev.org> Subject: RE:Sprague/Barker Intersection Project- Legal Services Contract Candice, i Thanks for your email. Please see the attached. Thanks, Megan From: Candice Powers-Henderson <cphenderson@spokanevallev.org> Sent: Monday,June 14, 2021 11:33 AM To: Megan Clark<MClark@ettermcmahon.com> Cc: Erica Amsden <eamsden@spokanevalley.org> Subject: RE: Sprague/Barker Intersection Project- Legal Services Contract Hi Megan, Does your firm carry General Liability insurance? Per the agreement, the City of Spokane Valley is requiring general liability insurance. The certificate we have on file only has professional liability coverage. Thanks! Candice Powers-Henderson I Administrative Assistant 10210 E.Sprague Avenue I Spokane Valley,WA 99206 (509)720-5003 I cphenderson@spokanevalley.org 11t(11 - Valley• This email and any attachments may be subject to disclosure pursuant to Washington State's Public Record Act,chapter 42.56 RCW. From: Megan Clark<MClark@ettermcmahon.com> Sent: Wednesday,June 9, 2021 4:04 PM To: Erica Amsden<eamsden@spokanevallev.org> Cc:Gloria Mantz<gmantz@spokanevallev.org>; Candice Powers-Henderson<cphenderson@spokanevallev.org> Subject: RE: Sprague/Barker Intersection Project- Legal Services Contract EXTERNAL] Alnkcail or' inaterffert,Spoke Valley.Always uscaution chri ftiickinaz]inks. Erica, I sent the updated insurance paperwork to Candice about a week ago; let me know if you'd like me to send another copy. Keep me updated as you need to on these matters; I'm here! Thanks, Megan From: Erica Amsden<eamsden@spokanevalley.org> Sent:Wednesday,June 9, 2021 3:52 PM 2 To: Megan Clark<MCIark@ettermcmahon.com> Cc: Gloria Mantz<gmantz@spokanevalley.org>; Candice Powers-Henderson<cphenderson@spokanevalley.org> Subject: RE:Sprague/Barker Intersection Project- Legal Services Contract Thank you Megan. Do you have an updated insurance cert? We've had delays on the offers based on some issues with consultants. We'll need to get a little further along before we need your help. Erica Amsden, PE I Senior Engineer 10210 E.Sprague Avenue I Spokane Valley,WA 99206 (509)720-5012 I eamsden@sookanevallev.org n�»(r 1Li11\r . Millet'' This email and any attachments may be subject to disclosure pursuant to Washington State's Public Record Act,chapter 42.56 RCW. From: Megan Clark<MClark@ettermcmahon.com> Sent: Wednesday,June 9, 20218:41 AM To: Erica Amsden<eamsden@spokanevalley.org> Cc: Gloria Mantz<gmantz@spokanevalley.org> Subject: RE: Sprague/Barker Intersection Project- Legal Services Contract em riginated outside thelOMMINie Valley.AlwaWWIA11111Einglinch clicking links. .w_.., Erica, I hope you're having a nice morning. Attached is the signed agreement. Can you send me over a fully executed copy once Mark and Cary have signed? Also, is there a time you'd like to touch base on getting started on this work or did you still want me to hold off for now? Thank you! Megan • From: Erica Amsden<eamsden@spokanevalley.org> Sent: Monday,June 7, 2021 2:13 PM To: Megan Clark<MClark@ettermcmahon.com> Cc: Gloria Mantz<gmantz@spokanevalley.org> Subject: Sprague/Barker Intersection Project- Legal Services Contract Hi Megan, I've attached the Sprague/Barker Contract for legal services related to ROW. Please let me know if you have any comments. If everything looks okay, please sign and email a color scanned copy. We will need an updated insurance certificate as well listing the project and City of Spokane Valley as additional insured. Thanks, 3 Erica Amsden, PE I Senior Engineer 10210 E.Sprague Avenue I Spokane Valley,WA 99206 (509)720-5012 I eamsden@sookanevallev.org n+rn This email and any attachments may be subject to disclosure pursuant to Washington State's Public Record Act,chapter 42.56 RCW. 4 Contract No. 21-095 3. Professional liability insurance appropriate to Consultant's profession. B. Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1. General liability insurance shall be written with a combined single limit no less than t UOLu UCO .$2-009;;000 each occurrence, and $2,000,000 general aggregate. It shall provide that the City, its officers and employees are additional insureds,but only with respect to the Firm's services to be provided under this Contract; and 2.Professional liability insurance shall be written with a combined single limit no less than $2,000,000 per claim and $2,000,000 policy aggregate limit. This is to cover damages caused by the error, omission, or negligent acts related to the professional services to be provided under this Contract. If coverage is to be provided on a claims-made basis, the Firm shall warrant that any policy retroactive date precedes the effective date of the Contract. The coverage must remain in effect for at least two years after the Contract is completed. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. C. Other Insurance Provisions. The Consultant's policies are to contain,or be endorsed to contain, the following provisions for automobile 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 self-insured pool coverage maintained by City shall be in excess of Consultant's insurance and shall not contribute with it. 2. Consultant shall provide City and all additional insured for this work with written notice of any policy cancellation within two business days of their receipt of such notice. 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. Agreement for Professional Services—Etter,McMahon condemnation counsel Page 4 of I0