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24-046.02WesternStatesFireProtectionSprinklerHeadWork5YrInspection CONTRACT AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SPOKANE VALLEY AND WESTERN STATES FIRE PROTECTION Spokane Valley Contract# 24-046.02 For good and valuable consideration,the legal sufficiency of which is hereby acknowledged, City and the Western States Fire Protection mutually agree as follows: 1. Purpose: This Amendment is for the Contract for sprinkler inspections by and between the Parties, executed by the Parties on February 20, 2024, and which terminates on December 31, 2029. Said contract is referred to as the"Original Contract"and its terms are hereby incorporated by reference. 2. Original Contract Provisions: The Parties agree to continue to abide by those terms and conditions of the Original Contract and any amendments thereto which are not specifically modified by this Amendment. 3. Amendment Provisions: The Original Contract is subject to the following amended provisions, which are attached hereto as Appendix"A". All such amended provisions are hereby incorporated by reference herein and shall control over any conflicting provisions of the Original Contract, including any previous amendments thereto. 4. Compensation Amendment History: This is Amendment #2 of the Original Contract. The history of amendments to the compensation on the Original Contract and all amendments is as follows: Date Compensation Original Contract Amount Feb 20, 2024 $10,975.00 Amendment#1 July 25, 2024 $*3,200.00 Amendment#2 Aug. 2024 $*2,580.00 Total Amended Compensation $16,755.00 The parties have executed this Amendment to the Original Contract this 3 u 74 day of A gust,2024. CITY OF SPOKANE VALLEY: WESTERN STATES FIRE: J n Hohman By: Tracy Gordon City Manager Its: Inspections Manager APPROVED AS T FORM: lf/ ffic of the City ttorney 1 APPENDIX"A" 1. Paragraph 3 (Compensation) of the Original Contract is hereby amended to change the total compensation paid from $14,175.00,to$16,755.00. Paragraph 3 of the Original Contract is amended to read as follows:City agrees to pay Consultant a flat fee of$16,755.00,(including any applicable sales tax)as full compensation for everything done under this Agreement,as set forth in Exhibit A. 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. 2.The following new paragraphs are added to the Original Contract: 26.Contractor to Be Licensed and Bonded. Contractor shall be duly licensed,registered,and bonded by the State of Washington at all times this Agreement is in effect 27.Contractor to Provide Performance and Payment Bonds. Contractor shall provide a payment bond and a performance bond in the full amount of the Agreement on the City's bond forms. Alternatively,Contractor may elect to have the City retain 10%ofthe Agreement amount in lieu of providing the City with a payment bond and a performance bond,pursuant to RCW 39.08.010(3). 3.The Scope of Work,(Exhibit A)of the Original Contract,is hereby amended to include,Exhibit A-2,the following additional tasks and/or services: Consultant shall complete the following repairs at Center Place Regional Event Center,2426 N.Discovery Pl. Spokane Valley, WA 99216-1262 within 10 days of the execution of this amendment: A. Perform 5-year inspections: a. perform internal pipe exam and valve inspection on(2)wet system, b. perform FDC obstruction investigation and check valve inspection, and c. replace(4)gauges that are due for calibration or replacement. B. Sample test Quick response heads.(Lift rental included). C. Any other work indicated on Exhibit A-2,which is attached to Appendix A of this Amendment 24- 046.02 2 WESTERN STATES FIRE PROTECTION Exhibit A-2 1116 Western States2309 N. McKinzie Lane-Suite 105 Fire Protection Co. Liberty Lake WA. 99019 509-922-8890 atecukg Zioed cued Przoeittel Proposal: FQ2406202280 POWERED DY API GroUp PROPOSAL Job Name: CENTER PLACE REGIONAL EVE Invoice To: The City of Spokane Valle 10210 Site Address: ATTN: DEANNA HORTON E SPRAGUE AVE SPOKAN EEVALLEY, SPOKALLEY,WA 99206-3682 2426 N DISCOVERY PL SPOKANE VALLEY, WA 99216-1262 Contact: BRIAN MOAT 509-720-5113 accountspayable@spokanevalley.org Open Date: 06/20/2024 Sales Rep: Tracy Gordon Email: tracy.gordon@wsfp.us Work Description: Correct deficiencies found during fire system testing in June 2024. Fire Sprinkler Repairs: 1. Perform 5-year inspections: a. Perform internal pipe exam and valve inspection on(2)wet system. b. Perform FDC obstruction investigation and check valve inspection. c. Replace(4)gauges that are due for calibration or replacement. 2. Sample test Quick response heads. (Lift rental included) Clarifications: Work will be performed during daytime shifts. All shift, off-hours, or overtime will constitute an extra to this quote. The repairs to the system will be based upon NFPA#13. Materials to be NFPA approved. Any deviations will be submitted for approval prior to completing work. Proposals in the amount of$5,000.00 or more will be progress billed each month for any work performed, including but not limited to design, project management, materials purchasing, and labor hours. Progress billings will be created by the end of the month in which the work was performed, and payments are due within 30 days of the invoice date. The proposal is also based on receipt of a"Good Faith Statement"that no hazardous materials are present. This proposal is based on current material prices. However, due to volatility in the steel market sudden price increases may occur. In the event of a"material" increase in pipe, fitting and/or component pricing whether due to delay or other economic factors,through no fault of Western States Fire Protection, an equitable adjustment will be added to our contract amount by means of a change order equal to the amount of the "material"increase. A change in price will be considered"material"when the cost of any particular item(s) increases 20% or more from the date of this proposal to the date of material purchase.The general Terms and Conditions attached to this proposal are applicable. Assumptions: Should any extra work be requested or needed to restore the system to normal, that work shall be performed on a Time and Material (T&M) basis. If obstructions in the piping, failed or"un-testable"check valve to the fire department connection (FDC) are discovered through this inspection, it is considered a Critical Deficiency to the fire sprinkler system and will be addressed immediately to keep the system in compliance. This work will be Page 1 of 5 j WESTERN STATES FIRE PROTECTION Exhibit A-2 Western States Fire Protection Co. 2309 N. McKinzie Lane Suite 105 t Liberty Lake WA. 99019 509-922-8890 Prote` `,,d` `cad Prafze`tey Proposal: FQ2406202280 POWERED or API troop started on a T&M basis and can be priced with a Not to Exceed (NTE) price upon request. Exclusions: 1. Overtime, off-hours or shift labor 2. All surface preparation for paint and/or painting of sprinkler pipe 3. Patching and painting of walls, floors, roofs, ceilings, and fireproofing as a result of installation of required devices 4. Moving, protecting, or covering of furnishings, equipment, and stock to facilitate the proposed work 5. Asbestos, lead, or any other hazardous material abatement 6. Building heat systems, insulation, or heat tape 7. Dry, Pre-action, Deluge, Chemical, Gas, or other specialty fire systems 8. Sprinkler system shutdown fees 9. Treatment or containment of expelled water 10. Tenant notification 11. Correction of existing system deficiencies outside of those listed above 12. Building fire watch 13. Plans or permits 14. City assessed fees for submitting inspections reports 15. Intent and affidavit filing fees for prevailing wage 16. Third Party/Insurance Underwriter Approval Requirements 17. Washington State and/or Local Use/Sales Tax 18. Transaction fees for processing credit card payments This proposal is valid for 60 days from the open date listed above. If you have any questions regarding this proposal, please contact me at(509)598-0598 or tracy.gordon@wsfp.us. Thank you, Tracy Gordon Inspections Manager PROPOSED TOTAL: $2,580.00 Page 2 of 5 WESTERN STATES FIRE PROTECTION �� Western States 2309 N. McKinzie Lane-Suite 105 Exhibit A-2 Liberty Lake WA. 99019 Fire Protection Co. 509-922-8890 cud Proposal: FQ2406202280 POWERED er Ap/Group f ("Agreement")of the parties. STATES FIRE PROTECTION or SECURITY FIRE PROTECTION or any of their Divisions (MORRISTOWN AUTOMATIC SPRINKLER COMPANY,DELTA FIRE SYSTEMS, PREMIER FIRE SECURITY, SIGNAL ONE FIRE AND COMMUNICATION, BRANSON SECURITY&FIRE, HARMONY FIRE PROTECTION,ARMOR FIRE PROTECTION)hereafter"Company",to make any • • , THIS AGREEMENT IS NOT A GUARANTEE OR WARRANTY THAT THE SYSTEM WILL IN ALL CASES (A)PROVIDE THE LEVEL OF PROTECTION FOR WHICH IT WAS ORIGINALLY INTENDED, (B)IS FREE OF ALL DEFECTS AND DEFICIENCIES, (C)AND IS IN COMPLIANCE WITH ALL APPLICABLE CODES. Customer agrees that it has not retained Company to make these LIMITED WARRANTY IS EXPRESSLY IN LIEU OF ANY OTHER-EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OR Page 3 of 5 WESTERN STATES FIRE PROTECTION I/( 2309 N. McKinzie Lane-Suite 105 Exhibit A-2 Western States Liberty Lake WA. 99019 Fire Protection Co. 509-922-8890 coteettrq.@toed cued Prnft#+ty Proposal: FQ2406202280 POWER®VW AP/Group MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. INDEMNIFY AND HOLD HARMLESS COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, T.T._ AS "INDEMNIFIED PARTIES")FROM AND AGAINST ANY AND ALL CLAIMS,DEMANDS, LOSSES, EXPENSES OR LIABILITIES O. ANY KIND,INCLUDING ATTORNEY'S FEES, (HEREINUNDER REFERRED TO AS "DAMAGES")ARISING IN WHOLE OR IN PART FROM THE NEGLIGENCE OR FAULT OF CUSTOMER. 5. IT IS UNDERSTOODMER THAT COMPANY IS NOT AN INSURER, THAT C A dT✓D STO SLIA TJ T T OBT A TAT THE TVDL' A ATTI A A O TATT OF TATCT TD A NC COVTr R A G WHICH IT DETERMINES NECESSARY,AND THAT THE AMOUNTS PAYABLE TO THE COMPANY HEREUNDER ARE BASED UPON THE VALUE OF SERVICES RENDERED AND ARE UNRELATED TO THE VALUE OF CUSTOMER'S PROPERTY, THE PROPERTY OF OTHERS LOCATED ON C TUSTOMER'S DDL`A.ISES O A ATV POTENTT A T T T A DTT TTV O D A T if A GE TO C STO fT:D e ARISING OUT OF THE WORK PERFORMED BY COMPANY. CUSTOMER ACCORDINGLY AGREES THAT THE SOLE AND EXCLUSIVE LIABILITY-OF COMPA ;Y, ITS OFFICERS, DIRECTORS; OF OR IN ANY WAY RELATING TO OR CONNECTED WITH THE WORK PERFORMED BY THE COMPANY SHALL BE LIMITED TO THE LESSER OF $10,000 OR THE PRICE OF THE WORK PERFORMED BY THE COMPANY. THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL ATTORNEY'S FEES. (i 1EREINUNDER REFERRED TO AS "DAMAGES"), SUSTAINED BY CUSTOMER OR ANY n ru�D D A D TV! T DTI V /lD I4ROUGH C STOMER,A��cu � CAUSED BY NEGLIGENCE,PRODUCT LIABILITY, BREACH OF CONTRACT, BREACH OF WARRANTY-,BREACH OF VIOL A TION O1r A S'T A TUTE, ORDI vT'ANCE GOVERNMENTAL R FAULT OF-COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES,AGENTS, PARENT COMPANIES, SUBSIDIARIES AND AFFILIATES. WAIVE ATT DIGHTSO SUBROGATION AG_AINSTCOMP_I_ A 7. While the Company will make every reasenabie-pert f f •7 existing fire protection system. 'cideental,eensequential er punitive damages-wising out of the work. -from the Page 4 of 5 WESTERN STATES FIRE PROTECTION Exhibit A-2 (l Western States 2309 N. McKinzie Lane-Suite 105 Fire Protection Co. Libert09-92yy Lake2-88-88 90 9019 Protecursf. usec cued Plow* PowMfill..av/Group Proposal: FQ2406202280 7 7 • 7 7 • • • . • , 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 • , 7 7 Authori7ed Signature Date Print-Names 12 ' Page 5 of 5 Page 1 of 2 Cccmu,EO DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 02/07/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies)must 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). PRODUCER CONTACT Willis Towers Watson Certificate Center NAME: Willis Towers Watson Midwest, Inc. C/o 26 Century Blvd (A/C.No.Ex): 1-877-945-7378 (A/C No): 1-888-467-2378 P.O. Box 305191 ADDRIESS: certificates@willis.com Nashville, TN 372305191 USA INSURER(S)AFFORDING COVERAGE _ NAIC# INSURER A: Zurich American Insurance Company 16535 INSURED INSURER B: Western States Fire Protection Company 2309 N. McKinzie Lane INSURER C Suite 105 INSURER D: Liberty Lake, WA 99019 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:w32645215 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/Y LIMITS LTR INSD WVD POLICY NUMBER (MM/DDYYY) (MM/DDM'YY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 DAMAGE RENTED CLAIMS-MADE X OCCUR PREMISESO(Ea occurrence) $ 2,000,000 A X Contractual Liability MED EXP(Any one person) $ 10,000 GLO 8902940-04 12/31/2023 12/31/2024 PERSONAL&ADVINJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY X PRO LOC PRODUCTS-COMP/OPAGG $ 4,000,000 JECT OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 5,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED BAP 8488453-04 12/31/2023 12/31/2024 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ X AUTOS ONLY AUTOS ONLY (Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER A Y/N ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 5,000,000 OFFICER/MEMBEREXCLUDED? No N/A WC 8902941-04 12/31/2023 12/31/2024 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 5,000,000 If yes,describe under 5,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) This Voids and Replaces Previously Issued Certificate Dated 01/09/2024 WITH ID: W32406540. Stop Gap Employers Liability for the Monopolistic States of North Dakota, Ohio, Washington and Wyoming is provided under Workers' Compensation policy, however, Statutory coverage for the Monopolistic states is not. The City of Spokane valley is included as an Additional Insured as respects to General Liability when required by CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Spokane Valley AUTHORIZED REPRESENTATIVE 10210 East Sprague Avenue Spokane Valley, WA 99206 ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD SR ID, 25407725 BATCH: 3323588 AGENCY CUSTOMER ID: LOC#: AMR O ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Willis Towers Watson Midwest, Inc. Western States Fire Protection Company _ 2309 N. McKinzie Lane POLICY NUMBER Suite 105 See Page 1 Liberty Lake, WA 99019 CARRIER NAIC CODE See Page 1 See Page 1 EFFECTIVE DATE: See Page 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance written contract, executed prior to the loss. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD BATCH:3323588 SR ID: 25407725CERT: W32645215 Additional Insured - Owners, Lessees Or Contractors - Scheduled Person Or ZURICH Organization THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Policy No. GLO 8902940-04 Effective Date: 12/31/2023 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part SCHEDULE MAN001 Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations Blanket when required by written contract, All projects or locations where required by agreement, or permit and is executed prior to written contract. loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only to the extent of liability for"bodily injury", "property damage" or "personal and advertising injury"caused, by: 1. Your negligent acts or omissions; or 2. The negligent acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s)designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to"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. All other terms, conditions, provisions and exclusions of this policy remain the same. M-GL-5733-A CW(11/23) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Additional Insured - Owners, Lessees Or Contractors - Completed Operations ZURICH THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Policy No. GLO 8902940-04 Effective Date: 12/31/2023 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part SCHEDULE MAN 002 Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Blanket when required by written contract, agreement All projects or locations where required by written or permit and is executed prior to loss. contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only to the extent of liability for"bodily injury" or"property damage"caused by your negligent acts or omissions in the completion of"your work"at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the"products-completed operations hazard". All other terms, conditions, provisions and exclusions of this policy remain the same. M-GL-5735-A CW(11/23) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Bond No. K41950729 !4L&IA Document A312 TM - 2010 Performance Bond CONTRACTOR: SURETY: (Name, legal status and address) (Name, legal status and principal place of business) Western States Fire Protection Co. Pacific Indemnity Company This document has important legal 2309 N.McKinzie Ln.Suite 105 202E Hall's Mill Road consequences.Consultation with Liberty Lake,WA 99019 Whitehouse Station,NJ 08889 an attorney is encouraged with OWNER: respect to its completion or (Name, legal status and address) modification. City of Spokane Valley Any singular reference to 10210 E.Sprague Ave. Contractor,Surety,Owner or Spokane Valley,WA 99206 other party shall be considered CONSTRUCTION CONTRACT plural where applicable. Date: February 20,2024 AIA Document A312-2010 combines two separate bonds,a Amount: $16,755.00Performance Bond and a Payment Bond,into one form. Description: Spokane Valley Contract#24-046.02,Sprinkler Inspections This is not a single combined Performance and Payment Bond. (Name and location) BOND Date:August 29,2024 (Not earlier than Construction Contract Date) Amount:$16,755.00 Modifications to this Bond: ®None 0 See Section 16 CONTRACTOR AS PRINCIPAL SURETY e_t° a,; Company: (Corporate Seal) Company: (Corporate Seal) _*_ Western States Fire Protection Co. Pacific Indemnity Company Signature: i Signature: � , g 447 \•-,••;v(-G1, Name j Y 0.C (�oYO(a►1 Name Josfi<+a�t.Looftis and Title: JrispecitionS MGOla4er and Title: Attorney-in-Fact (Any additional signatures appear on the last page of tills Peiformance Bond) (FOR INFORMATION ONLY—Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: Holmes,Murphy and Associates,LLC (Architect, Engineer or other party.) 1601 Utica Ave.S.,Suite 700 St.Louis Park,MN 55416 (612)349-2400 Init. AIA Document A312".—2010.The American Institute of Architects. 061110 i §1 The Contractor and Surety,jointly and severally,bind themselves,their heirs,executors,administrators,successors and assigns to the Owner for the performance of the Construction Contract,which is incorporated herein by reference. §2 If the Contractor performs the Construction Contract,the Surety and the Contractor shall have no obligation under this Bond,except when applicable to participate in a conference as provided in Section 3. §3 If there is no Owner Default under the Construction Contract,the Surety's obligation under this Bond shall arise after .1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring • a Contractor Default.Such notice shall indicate whether the Owner is requesting a conference among the Owner,Contractor and Surety to discuss the Contractor's performance. If the Owner does not request a conference,the Surety may,within five(5)business days after receipt of the Owner's notice, request such a conference.If the Surety timely requests a conference,the Owner shall attend.Unless the Owner agrees otherwise,any conference requested under this Section 3.1 shall be held within ten (10)business days of the Surety's receipt of the Owner's notice.If the Owner,the Contractor and the Surety agree,the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right,if any,subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default,terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. §4 Failure on the part of the Owner to comply with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations,or release the Surety from its obligations,except to the extent the Surety demonstrates actual prejudice. §5 When the Owner has satisfied the conditions of Section 3,the Surety shall promptly and at the Surety's expense take one of the following actions: §5.1 Arrange for the Contractor,with the consent of the Owner,to perform and complete the Construction Contract; §5.2 Undertake to perform and complete the Construction Contract itself,through its agents or independent contractors; • • §5.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract,arrange for a contract to be prepared for execution by the • Owner and a contractor selected with the Owner's concurrence,to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract,and pay to the Owner the • amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as • a result of the Contractor Default;or §5.4 Waive its right to perform and complete,arrange for completion,or obtain a new contractor and with reasonable promptness under the circumstances: • .1 After investigation,determine the amount for which it may be liable to the Owner and,as soon as practicable after the amount is determined,make payment to the Owner;or .2 Deny liability in whole or in part and notify the Owner,citing the reasons for denial. §6 If the Surety does not proceed as provided in Section 5 with reasonable promptness,the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety • demanding that the Surety perform its obligations under this Bond,and the Owner shall be entitled to enforce any remedy available to the Owner.If the Surety proceeds as provided in Section 5.4,and the Owner refuses the payment or the Surety has denied liability,in whole or in part,without further notice the Owner shall be entitled to enforce any • remedy available to the Owner. Init. AlA Document A312rm—2010.The American Institute of Architects. 2 §7 if the Surety elects to act under Section 5.1,5.2 or 5.3,then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract,and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract.Subject to the commitment by the Owner to pay the Balance of the Contract Price,the Surety is obligated,without duplication,for • .1 the responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; • .2 additional legal,design professional and delay costs resulting from the Contractor's Default,and resulting from the actions or failure to act of the Surety under Section 5;and .3 liquidated damages,or if no liquidated damages are specified in the Construction Contract,actual damages caused by delayed performance or non-performance of the Contractor. §8 If the Surety elects to act under Section 5.1,5.3 or 5.4,the Surety's liability is limited to the amount of this Bond. §9 The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract,and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations.No right of action shall accrue on this Bond to any person or entity other than the Owner or its heirs,executors,administrators,successors and assigns. §10 The Surety hereby waives notice of any change,including changes of time,to the Construction Contract or to related subcontracts,purchase orders and other obligations. §11 Any proceeding,legal or equitable,under this Bond may be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond,whichever occurs first.If the provisions of this Paragraph are void or prohibited by law,the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. §12 Notice to the Surety,the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. §13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed,any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be • deemed incorporated herein.When so furnished,the intent is that this Bond shall be construed as a statutory bond and • not as a common law bond. • §14 Definitions §14.1 Balance of the Contract Price.The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made,including allowance to the Contractor of any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is • entitled,reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. §14.2 Construction Contract.The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. §14.3 Contractor Default.Failure of the Contractor,which has not been remedied or waived,to perform or otherwise to comply with a material term of the Construction Contract. §14.4 Owner Default.Failure of the Owner,which has not been remedied or waived,to pay the Contractor as required • under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. §14.5 Contract Documents.All the documents that comprise the agreement between the Owner and Contractor. §15 If this Bond is issued for an agreement between a Contractor and subcontractor,the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. Init. MA Document A312Th—2010.The American Institute of Architects. 3 • §16 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Coporate Seal) Company: (Corporate Seal) Signature: Signature: Name and Title: Name and Title: Address Address CAUTION:You should sign an original AIA Contract Document,on which this text appears in RED.An original assures that changes will not be obscured. Init. AIA Document A312T"—2010.The American Institute of Architects. 4 Bond No. K41950729 =ATA Document A312 TM — 2010 Payment Bond CONTRACTOR: SURETY: (Name, legal status and address) (Name, legal status and principal place Western States Fire Protection Co. of business) Pacific Indemnity Company 2309 N.McKinzie Ln.Suite 105 This document has important legal Liberty Lake,WA 99019 202E Hall's Mill Road consequences.Consultation with OWNER: Whitehouse Station,NJ 08889 an attorney is encouraged with respect to its completion or (Name, legal status and address) modification. City of Spokane Valley Any singular reference to 10210 E.Sprague Ave. Contractor,Surety,owner or Spokane Valley,WA 99206 other party shall be considered CONSTRUCTION CONTRACT plural where applicable. Date:February 20,2024 AIA Document A312-2010 combines two separate bonds,a Amount:$16,755.00 Performance Bond and a Payment Bond,into one form. This is not a single combined Description: Spokane Valley Contract#24-046.02,Sprinkler Inspections Performance and Payment Bond. (Name and location) BOND Date:August 29,2024 (Not earlier than Construction Contract Date) Amount:$16,755.00 Modifications to this Bond: ®None D See Section 18 CONTRACTOR AS PRINCIPAL SURETY et+,+tr\ Company: (Corporate Seal) Company: (Corporate Seal) �,�o .1�>,, Western States Fire Protection Co. Pacific Indemnity Company 'I o: Signature: Signature: h Name Tra b oro °n Name Josh a R.Loftis -11,11. 41 and Title: I A S e et-104)S' Manager and Title: Attorney-in-Fact (Ant'additional signatures appear on the last page of this Payment Bond) (FOR INFORMATION ONLY—Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: Holmes,Murphy and Associates,LLC (Architect, Engineer or other party:) 1601 Utica Ave.S.,Suite 700 St.Louis Park,MN 55416 (612)349-2400 Init. AIA Document A312T"-2010.The American Institute of Architects. 061110 5 §1 The Contractor and Surety,jointly and severally,bind themselves,their heirs,executors,administrators,successors and assigns to the Owner to pay for labor,materials and equipment furnished for use in the performance of the Construction Contract,which is incorporated herein by reference,subject to the following terms. §2 If the Contractor promptly makes payment of all sums due to Claimants,and defends,indemnifies and holds harmless the Owner from claims,demands,liens or suits by any person or entity seeking payment for labor,materials or equipment furnished for use in the performance of the Construction Contract,then the Surety and the Contractor shall have no obligation under this Bond. §3 if there is no Owner Default under the Construction Contract,the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety(at the address described in Section 13) of claims,demands,liens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor,materials or equipment furnished for use in the performance of the Construction Contract and tendered defense of such claims,demands,liens or suits to the Contractor and the Surety. §4 When the Owner has satisfied the conditions in Section 3,the Surety shall promptly and at the Surety's expense defend,indemnify and hold harmless the Owner against a duly tendered claim,demand,lien or suit. §5 The Surety's obligations to a Claimant under this Bond shall arise after the following: §5.1 Claimants,who do not have a direct contract with the Contractor, .1 have furnished a written notice of non-payment to the Contractor,stating with substantial accuracy the amount claimed and the name of the party to whom the materials were,or equipment was,furnished or supplied or for whom the labor was done or performed,within ninety(90)days after having last performed labor or last furnished materials or equipment included in the Claim;and .2 have sent a Claim to the Surety(at the address described in Section 13). §5.2 Claimants,who are employed by or have a direct contract with the Contractor,have sent a Claim to the Surety(at the address described in Section 13). §6 If a notice of non-payment required by Section 5.1.1 is given by the Owner to the Contractor,that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Section 5.1.1. §7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2,whichever is applicable,the Surety shall promptly and at the Surety's expense take the following actions: §7.1 Send an answer to the Claimant,with a copy to the Owner,within sixty(60)days after receipt of the Claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed;and §7.2 Pay or arrange for payment of any undisputed amounts. • §7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim,except as to undisputed amounts for which the Surety and Claimant have reached agreement.lf,however,the Surety fails to discharge its obligations under Section 7.1 or Section 7.2,the Surety shall indemnify the Claimant for the reasonable attoniey's fees the Claimant incurs thereafter to recover any sums found to be due and owing to the Claimant. §8 The Surety's total obligation shall not exceed the amount of this Bond,plus the amount of reasonable attorney's • fees provided under Section 7.3,and the amount of this Bond shall be credited for any payments made in good faith by the Surety. • §9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance • of the Construction Contract and to satisfy claims,if any,under any construction performance bond.By the • Contractor furnishing and the Owner accepting this Bond,they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and Surety under this Bond,subject to the Owner's priority to use the funds for the completion of the work. Init. AIA Document A312"'—2010.The American Institute of Architects. • • • §10 The Surety shall not be liable to the Owner,Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract.The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond,and shall have under this Bond no obligation to make payments to,or give notice on behalf of,Claimants or otherwise have any obligations to Claimants under this Bond. • §11 The Surety hereby waives notice of any change,including changes of time,to the Construction Contract or to related subcontracts,purchase orders and other obligations. §12 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent • jurisdiction in the state in which the project that is the subject of the Construction Contract is located or after the expiration of one year from the date(I)on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 5.2,or(2)on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract,whichever of(l)or(2)first occurs.If the provisions of this Paragraph are void or prohibited by law,the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. §13 Notice and Claims to the Surety,the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears.Actual receipt of notice or Claims,however accomplished,shall be sufficient compliance as of the date received. §14 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed,any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein.When so furnished,the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. §15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond,the Contractor and Owner shall promptly furnish a copy of this Bond or shall permit a copy to be made. §16 Definitions §16.1 Claim.A written statement by the Claimant including at a minimum: .1 the name of the Claimant; .2 the name of the person for whom the labor was done,or materials or equipment furnished; .3 a copy of the agreement or purchase order pursuant to which labor,materials or equipment was • furnished for use in the performance of the Construction Contract; • .4 a brief description of the labor,materials or equipment furnished; .5 the date on which the Claimant last performed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount earned by the Claimant for labor,materials or equipment furnished as of the date of • • the Claim; .7 the total amount of previous payments received by the Claimant;and .8 the total amount due and unpaid to the Claimant for labor,materials or equipment furnished as of the • date of the Claim. §16.2 Claimant.An individual or entity having a direct contract with the Contractor or with a subcontractor of the • Contractor to furnish labor,materials or equipment for use in the performance of the Construction Contract.The term Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic's lien or similar statute against the real property upon which the Project is located.The intent of this Bond shall be to include without limitation in the terms"labor,materials or equipment"that part of water,gas,power,light,heat,oil, gasoline,telephone service or rental equipment used in the Construction Contract,architectural and engineering • services required for performance of the work of the Contractor and the Contractor's subcontractors,and all other • items for which a mechanic's lien may be asserted in the jurisdiction where the labor,materials or equipment were furnished. • • §16.3 Construction Contract.The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. • Init, MA Document A3127"—2010.The American institute of Architects. 7 §16.4 Owner Default.Failure of the Owner,which has not been remedied or waived,to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. §16.5 Contract Documents.All the documents that comprise the agreement between the Owner and Contractor. §17 If this Bond is issued for an agreement between a Contractor and subcontractor,the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. §18 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Signature: Signature: Name and Title: Name and Title: Address Address CAUTION:You should sign an original MA Contract Document,on which this text appears In RED.An original assures that changes will not be obscured. Init. AIA Document A312T"—2010.The American Institute of Architects. 8 ACKNOWLEDGEMENT OF PRINCIPAL STATE OF Washington ) COUNTY OF *tit) ) On this day of•ge4eir6e1,in the year ,before me personally appeared r l ' Western States Fire Protection Co. ,known to me to be the person whose name is subscribed to the instrument,and acknowledge that he/she executed the same. In WITNESS WHEREOF,I have hereunto set my hands and affixed my official seal,the day and year in this certificate fi_sigikoye written. ANN M ANDERSON 911WY NOTARY PUBLIC 8158710 'yNotary Public STATE OF WASHINGTON COMMISSION EXPIRES % ibly Commission Expires: 06. .- , 209 MARCH 23, 2028 ACKNOWLEDGEMENT OF SURETY STATE OF Minnesota ) COUNTY OF Hennepin ) On this 29th day of August , in the year 2024 ,before me personally come(s) Joshua R.Loftis ,Attorney-in-Fact of Pacific Indemnity Company ,with whom I am personally acquainted,and who,being by me duly sworn,says that he/she is the Attorney-in-Fact of Pacific Indemnity Company ,the company described in and which executed the within instrument;that he/she know(s)the corporate seal of such Company;and that the seal affixed to the within instrument is such corporate seal and that it was affixed by order of the Board of Directors of said Company,and that he/she signed said instrument as Attorney-in-Fact of the said Company by like order. In WITNESS WHEREOF,I have hereunto set my hands and affixed my official seal,the day and year in this certificate first above written. — �, f/ Val al,, i • +tu:e —SA—ND—RA M.ENGSTRUM 1 Sandra M.Engstrum,Notary Public NOTARY PUBLIC 1 1 ;, �; MINNESOTA My Commission Expires: January 31,2026 1 ' My Commission Expires Jan.31,2026 1 CHUBS' Power of Attorney Federal insurance Company I Vigilant Insurance Company(Pacific Indemnity Company Westchester Fire Insurance Company I ACE American Insurance Company Know All by These Presents,that FEDERAL INSURANCE COMPANY,an Indiana corporation,VIGILANT INSURANCE COMPANY,a New York corporation,PACIFIC INDEMNITY COMPANY,a Delaware corporation,WESTCHESTER FIRE INSUTANCE COMPANY and ACE AMERICAN INSURANCE COMPANY corporations of the Commonwealth of Pennsylvania, do each hereby constitute and appoint Melinda C.Blodgett,R.C.Bowman,Sarah Dragt,Sandra M.Engstrum,R.W.Frank,Ted Jorgensen,Joshua R.Loftis, Michelle Morrison,Brian J.Oestreich,Nicole Stillings,Rachel Thomas,Nathan Weaver,and Colby D.White of Minneapolis,Minnesota each as their true and lawful Attorney-in-Fact to execute under such designation in their names and to affix their corporate seals to and deliver for and on their behalf as surety thereon or otherwise,bonds and undertakings and other writings obligatory In the nature thereof(other than bail bonds)given or executed in the course of business,and any Instruments amending or altering the same,and consents to the modification or alteration of any instrument referred to In said bonds or obligations. In Witness Whereof,said FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY have each executed and attested these presents and affixed their corporate seals on this 15th day of July,2024. Rupert HD Swindells.Assistant Secretary ,;mow,, Warren fkhh+xn.Vice PR.-salty 0 I ''s"t:'71 (i„):).--, c#i), (03 1 1 STATE OF NEW JERSEY County of Hunterdon SS. On this 15th day of f uly,2024 before me,a Notary Public of New Jersey,personally came Rupert HD Swindells and Warren Eichhorn,to me known to be Assistant Secretary and Vice President,respectively,of FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESCCH ESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY,the companies which executed the foregoing Power of Attorney,and the said Rupert HD Swindells and Warren Eichhorn,being by me duly sworn, severally and each for himself did depose and say that they are Assistant Secretary and Vice President,respectively,of FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FiRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY and know the corporate seals thereof,that the seals affixed to the foregoing Power of Attorney are such corporate seals and were thereto affixed by authority of said Companies;and that their signatures as such officers were duly affixed and subscribed by like authority. Notarial Seal it Albert Cantors' /C ` NOTARY PUBLIC OF NEW JERSEY • d Na S0202369 �T'0woo Commission Expires August 22,2027 Notary �ti �'rzn+ CERTIFICATION Resolutions adopted by the Boards of Directors of FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,and PACIFIC INDEMNITY COMPANY on August 30,2016; WESTCHESTER FIRE INSURANCE COMPANY on December 11,2006;and ACE AMERICAN INSURANCE COMPANY on March 20,2009: 'RESOLVED,that the following authorizations relate to the execution,for and on behalf of the Company,of bonds,undertakings,recognizancee contracts and other written commitments of the Company entered into In the ordinary course of business(each a'Written Commitment'): (1) Each of the Chairman,the President and the Vice Presidents of the Company is hereby authorized to execute any Written Commitment for and on behalf of the Company,under the seal of the Company or otherwise. (2) Each duly appointed attorney-In-factof the Company is hereby authorized to execute any Written Commitment for and on behalf of the Company,under the seal of the Company or othenvise, to the extent that such action is authorized by the grant of powers provided for in such person's written appointment as such attorney-in-fact (3) Each of the Chairman,the President and the Vice Presidents of the Company Is hereby authorized,for and on behalf of the Company,to appoint in writing any person the attorney-In- fact of the Company with full power and authority to execute,for and on behalf of the Company,under the seal of the Company or otherwise,such Written Commitments of the Company as may be specified in such written appointment,which specification may be by general type or class of Written Commitments or by specification of one or more particular Written Commitments. (4) Each of the Chairman,the President and the Vice Presidents of the Company Is hereby authorized,far and on behalf of the Company,to delegate in writing to any other officer of the Company the authority to execute,for and on behalf of the Company,under the Company's seal or otherwise,such Written Commitments of the Company as are specified In such written delegation,which specification may be by general type or class of Written Commitments or by specification of one or more particular Written Commitments. (5) The signature of any officer or other person executing any Written Commitment or appointment or delegation pursuant to this Resolution,and the seal of the Company,maybe affixed by facsimile on such Written Commitment or written appointment or delegation. FURTHER RESOLVED,that the foregoing Resolution shall not be deemed to be an exclusive statement of the porters and authority of officers,employees and other persons to act for and on behalf of the Company,and such Resolution shall not limit or otherwise affect the exercise of any such power or authority otherwise validly granted or vested.' I,Rupert HD Swindells,Assistant Secretary of FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY(the'Companies')do hereby certify that (i) the foregoing Resolutions adopted by the Board of Directors of the Companies are true,correct and in full force and effect, (ii) the foregoing Power of Attorney is true,correct and in full force and effect. Given under my hand and seals of said Companies at Whitehouse Station,NJ,this August 29,2024 0 (--) in:.. i*".,-;;"\;i: CA), eil 0-- , c .,• s • . • Rupert HD Swindells.Assistant Secretary __^ IN THE EVENT YOU WISH TO VERIFY THE AUTHENTICITY OF THIS BOND OR NOTIFY US OF ANY OTIIER MATTER,PLEASE CONTACT US AT: ____-,__ Telephone(9oe)903-3493 Fax(908)903.3656 email:surety@chubb.com Combined:FED-MG-PI.1WIC-AAIC(rev.11-19)