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05-095.00 Adams & Clark: Beverly Hills Stormwater StudyACREEtyI:ENT FOR SERVICES Adams & Clark, Inc. THIS AGREEMENT is made by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter "City" and Adams & Clark, Inc. hereinafter "Contractor," jointly referred to as "parties." IN CONSIDERATION of the terms and conditions contained herein the parties agree as follows: 1. Work to Be Performed. The Contractor will provide all labor, services and material to satisfactorily complete the attached Scope of Services. A. Administration. The City Manager or designee shall administer and be the primary contact for Contractor. Prior to commencement of work, Contractor shall contact the City Manager or designee to review the Scope of Work, schedule and date of completion. Upon notice from the City Managrer or designee Contractor shall commence work, perform the requested tasks in the Scope of Work, stop work and promptly cure any failure in performance under this agreement. B. Representati_ _Qns. The City has relied upon the qualifications of the Contractor in entering into this agreement. By execution of this agreement, Contractor 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 Work. No substitutions of personnel shall be made without the written consent of the City. Contractor shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Contractor shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City furnished information. C. Modifications. The City may modify this agreement and order changes in the work whenever necessary or advisable. The Contractor will accept modifications when ordered in writing by the City Manager or designee. Compensation for such modifications or changes shall be as mutually agreed between the parties. The Contractor shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by the 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. Either party may terminate this Agreement by ten (10) days written notice to the other party. In the event of such termination, the City shall pay the Contractor for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. The City agrees to pay the Contractor $14,500 as full compensation for everything done under this agreement. 4. Payment. The Contractor shall be paid monthly upon presentation of an invoice to the City. Applications for payment shall be sent to the City Clerk at the below stated address. Agreement for Professional Servioes Page t of 4 916— The City reserves the right to withhold payment under this agreement which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Work, City Standards, City ordinances and federal or state standards. Notice. Notice shall be given in writing as follows: TO THE CITY: TO THE CONTRACTOR: Name: Christine Bainbridge, City Clerk Name: David Randall, P.E. Phone Number: (509)921 -1000 Phone Number: 509- 7474600 Address: 11707 East Sprague Ave, Suite 106 Address: 1720 W Fourth Avenue Spokane Valley, WA 99206 Spokane; WA 99204 6. Applicable Laws and Standards. The parties, in the performance of this agreement, agree to comply with all applicable Federal, State, local laws, ordinances, and regulations. 7. Relationship of the Parties. It is understood, agreed and declared that the Contractor shall be an independent Contractor and not the agent or employee of the City, that the 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 the Contractor. Any and all employees who provide services to the City under this agreement shall be deemed employees solely of the Contractor. The Contractor shal I be solely responsible for the conduct and actions of all employees under this agreement and any liability that may attach thereto. 8. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by the Contractor under this agreement are and shall be the property of the City. 9. 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 Contractor's records with respect to all matters covered in this contract: Such representatives shall be permitted to audit, examine and make excerpts or transcripts from such records and to make audits of all contracts, invoices; materials, payrolls and record of matters covered by this contract for a period of three years from the date final payment is made hereunder. 10. Insurance. During the term of the contract, the Contractor shall maintain in force at its own expense, the following insurance: A. Workers' Compensation Insurance in compliance with RCW 51.12.020, which requires subject employers to provide workers' compensation coverage for all their subject workers and Employer's Liability or Stop Gap Insurance in the amount of $1,000,000.00; B. General Liability Insurance on an occurrence basis with a combined single limit of not less than $1,000,000.00 each occurrence for bodily injury and property damage. It shall include contractual liability coverage for the indemnity provided under this contract. it shall provide that the City, its officers, employees and agents are additional insureds but only with respect to the Contractor's services to be provided under the contract; C. Automobile Liability Insurance with a combined single limit or the equivalent, or not less than $1,000,000.00 each accident for bodily injury and property damage, including coverage for owned, Agreement for Professional Services Page 2 of 4 hired or non -owned vehicles; and D. Professional Liability Insurance with a combined single limit of not less than $1,000,000.00 each claim, incident or occurrence. This is to cover damages caused by the error, omission, or negligent acts related to the services to be provided under this contract. The coverage must remain in effect for at least two (2) years after the contract is completed. There shall be no cancellation, material change, reduction of limits or intent not to renew the insurance coverage(s) without thirty (30) days written notice from the Contractor or its insurer(s) to the City. As evidence of the insurance coverages required by this contract, the Contractor shall furnish acceptable insurance certificates to the City at the time the Contractor returns the signed contract. The certificate shall specify all of the parties who are additional insureds, and will include applicable policy endorsements, the thirty (30) day cancellation clause, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to the City. The Contractor shall be financially responsible for all pertinent deductibles, self - insured retentions, and/or self - insurance. 11. Indemnification and Hold Harmless. Each party shall indemnify and hold the other, its officers, employees, agents and volunteers harmless from and against any and all claims, demands, orders, decrees or judgments for injuries, death or damage to any person or property arising or resulting from any act or omission on the part of said party or its agents, employees or volunteers in the performance of this Agreement. 12. Waiver. No officer, employee, agent or other individual acting on behalf of either party has the power, right or authority to waive any of the conditions or provisions of this agreement. No waiver in one instance shall be held to be 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. 13. Assignment and Delegation. Neither party shall assign, transfer or delegate any or all of the responsibilities of this agreement or the benefits received hereunder without first obtaining the written consent of the other party. 14. Subcontracts. Except as otherwise provided herein, the Contractor shall not enter into subcontracts for any of the work contemplated under this agreement without obtaining written approval of the City. 15. Confidentiality. Contractor may from time to time receive information which is deemed by the City to be confidential. Contractor shall not disclose such information without the express consent: of the City or upon order of a Court of competent jurisdiction. 16. Jurisdiction and Venue. This Contract is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 17. Cost and Attorney's Fees. In the event a lawsuit is brought with respect to th is Agreement, the prevailing party shall be awarded its costs and attorney's fees in the amount to be determined by the Court Agreement for Professional Services Page 3 of 4 as reasonable. Unless provided otherwise by statute, Contractor's attorney fees payable by the City shall not exceed the total sum amount paid under this agreement. 18. Entire Agreement. This written agreement constitutes the entire and complete agreement between the parties and supercedes any prior oral or written agreements. This Agreement may not be changed, modified or altered except in writing signed by the parties hereto. 19. Anti- kickback. No officer or employee of the 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. 20. Business Registration. Prior to commencement of work under this Agreement, Contractor shall register with the City as a business. 21. 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. 22. Exhibits. Exhibits attached and incorporated into this agreement are: Scope of services dated November 8, 2005 IN WITNESS WHEREOF, the parties have executed this Agreement this diay of November, 2005. CITY OF SPOKANE VALLEY: 06'.4 City Manager Contractor: A� is f- C LAZKV i AC-.,, 61 e4 • "�I Resi Tax ID No. nEDAGTr_n ATTEST: APPROVED AS TO FORM: &C/lerk City Attorne This document contains confidential tax information and has been redacted pursuant to RCW 82.32.330. You may petition for a review of our findings pertaining to any redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550. Agreement for Professional Services Page 4 of 4 Adams & Clark, Inc. _ _ 1'720 W Fourth Ave. • Spokane, ��A 99204 • (509) 747 -4600 • Fax (609) 747 -8913 • adamsandclark com November 8, 2005 Gloria Mantz, P.E. Stormwater Engineer The City of Spokane Valley 11707 E. Sprague Avenue, Suit 106 Spokane Valley, Washington 99206 RE: Proposal for Consultant Services regarding Stormwater Runoff Impacts to the Beverly Hills Neighborhood Surrounding Park Road and Beverly Drive within the City of Spokane Valley Response to Request for Clarification Dear Ms. Mantz: Thank you for your letter dated November 3, 2005, requesting clarification of the scope of work we proposed in our letter to John Holman dated November 2, 2005. We hereby modify our scope, per your request, and our fees accordingly. Our original scope is in italics, your suggested modifications are in normal type. Scope of Engineering Services Review site information provided by the City of Spokane Valley. Review site information provided by the City of Spokane Valley. The project area includes Broadview, Winter (from Broadview to Beverly Drive), Dickison (from Skyline to Winter Road and segment north of Skyline), Center Road (from Beverly to Highland), Skyline Road (from Center Road to Beverly Drive), Beverly Drive (from Skyline to Park Road). Meet with the City of Spokane Valley engineering staff to discuss major areas of concern and prioritize the areas to be addressed. Prepare calculations of estimated stornwater runoff flaw aw rates and record areas of flooding as noted from the pictures on the County as -built drawings. 4. If possible, Adams & Clark, Inc. will visit the site during a storm event to photograph any additional flooding occurring and to note areas offlooding on the sewer as -built drawings. 5. Perform a site visit to obtain information regarding the existing roadside ditches and culverts. 6. Calculations will then be performed to check the capacity of roadside ditching, culverts and any proposed Type "C" asphalt curbing. Civil Engineers • Land Surveyors ION Land Planners • Landscape Architects City of Spokane Va`lmy November 8, 2005 Page 2 Perform engineering calculations to verify capacity of existing or proposed roadside ditches and culverts, proposed detention facilities, curbing, etc. The proposed facilities will be designed in terms of erosion and flow control capacity by taking into consideration existing road grades, soils type, basin size, and expected runoff velocities. A brief description of all assumptions, backup information, and recommendations will be provided with all calculations. 7. Prepare drawings along with calculations which depict locations of proposed improvements. Prepare.CAD drawings depicting the proposed improvements, construction details, and locating information. Plans will depict proposed elevations and locations based on the real or relative elevation/location of the existing pavement or other, as deemed necessary for construction purposes. 8. Meet with engineering staff at the City of Spoka.w Valley to review the recommended improvements. 9. Incorporate City engineering staff comments and discussion into the recommended improvement documents. 10. Prepare final study documents for submittal to the City of Spokane Valley. Prepare a complete bid package including bid quantities, engineering drawings, and specifications. 11. Submit final study documents including CAD drawings, engineering calculations, and complete bid package to the City of Spokane Valley by February 28, 2006. Estimated Engineering Fee Based upon the scope of engineering services listed above, we estimate that our fee for engineering services provided wv ill be: Fourteen Thousand, Five Hundred Dollars, $14,500.00. tf the scope of services and the estimated fee are agreeable to you, please let me know and we will prepare and forward to you a contract for your signature. We look forward to working with the City of Spokane Valley to reduce and /or eliminate the damage resulting from uncontrolled stormwater runoff within this neighborhood. I hope that this information is helpful. If you have any questions or comments, please give me call. Sincerely, Adams & Clark, Inc. David Randall, P.E. Project Engineer ,4CQR.D._ CERTIFICA' %- J OF LIABILITY INSURANL OPID*C ADAMS -1 DATE( "uroamm) 11/1 05 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION O EICY'tFFECTPJE•ICl' EXPTR� Ti0 LTR NSR TYPE OF INSURANCE POLICY NUMBER I GATE 1N:ALT)WYY I GATE u1.WUTfY ( LIMITS ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Jones & Mitchell HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR PO Box 2786 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. I FA01 OCCURRENCE ""–"S Tt..."[�i0'TT €NTLTO' –I FRCUIST:5IE:a cca r*r%:tL_t Spokane WA 99220 Phone : 509 -838 -3501 Fax:509- 838 -3511 INSURERS AFFORDING COVERAGE NAIC q INSURED INSURER& Landmark American –Swett X INSURER 0: .� X Prof Liab LHR 803774 Adams b Clark Inc. Datum Pacific, Inc. IiSr1RERC:_ SURER O: 1720 W 4th Avonuo Spokane WA 99204 IN 1 [ NSURER E: COVERAGES TITS PCLICtES OF INSURANCE LISTED IMLCKV HAVE BUN ISSUED TO 711E INSURED WVAED ABOVE FOR TTtE POLICY PERIOD INDICATED, INOTIVHHSTANOING ANY AEOUIREIAENT. TEA7A OR CONDITION OF ANY CONTRACT OR 01 NER DOCUMENT WITH RESPECT TO WHICH TwS CERTIFICATE AAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICES DESCRIBED HEREUN+S SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAILLS. O EICY'tFFECTPJE•ICl' EXPTR� Ti0 LTR NSR TYPE OF INSURANCE POLICY NUMBER I GATE 1N:ALT)WYY I GATE u1.WUTfY ( LIMITS O- EViRAL L1"ILTTY COJ.L"ERCAL GENERAL LLAQ11JTY 7 CLAVXS LULDE F-1 OCCUR I FA01 OCCURRENCE ""–"S Tt..."[�i0'TT €NTLTO' –I FRCUIST:5IE:a cca r*r%:tL_t S I.CZO £XP (Ary ono per-.On) 1 3 PERSONAL aAOv1wURY 3 X .� X Prof Liab LHR 803774 02/21/05 02/21/06 GENERAL AGGREGATE S 1, 0 00 L 00 0 CEI?L AGGREGATE LOA T APPLIES PER. PRODUCTS - COLIP.;OP AGG $ IX I POLICY F-1 1112r n Lee I Deduct 25,000 AUTOIAOOILE LIADLUW ANYAUTO COM8WEOSI?M1E LIwT (E3=4er) S I ALL OLYI:ED AUTOS SCHEDULED AUTOS 13001Y INJURY (PtI relsau _ .... S I IEIREDAUTOS _ ,zON fi1lr OAUTOS ! BODILY IWURY (Peiu6drrd) S _...� PROPETTTY W. -RAGE IPe: arr"C A} . S GARAGE LIABILITY AUTO S INLY • EA ACCIDENT 1$ At 1Y AUTO OTHER INAN EAACC AUIOCNIY: AGG I I S S EXCESSIUMBRELLA LIABIOTY ! EMt :CE S OCCUR C.AILISI.+AbE f �TOCCU3TRCt aC.fREGATE f ^– DEIIUCTIBLE I _.__ $ RT:Tf.NT10N 3 3 !` WORKERS COLLPEN5ATIONAND �TORYLO.+11 I I [R t W - f ELEPLOYERS'LNDILITY A:Y PrtOPPIIEIOR- PARTNEREXECUTibE OFFICERT.(V.+MR EXCLUDEOT i S 'es, AL PFZ c �r4a $�Ee1AL PROY1510tN5 L0."^w � I I I• I f L. EACH ACGDEITT I S _E E- L DISEASE - EA F-01LOYE • E L. DISEASE . POLICY LIMIT S S OTHER DESCRIPTION OF OP9RAIIONSILOCATIONS I VEHICLE$! EXCLUSIONS ADDED BY ENDORSEMENT 1 SPECIAL PROVISIONS Beverly Hills Stormwater project CFRTIFICATF HOLDER CANCELLATION City of Spokane Valley 11707 E Sprague Ave Ste 106 Spokane Valley WA 99206 ACORD 25 {2001!08} C ITYS PV I SHOULD AMY OF THE ABOVE DESCREMEO POLICIES ME CANCELLED BEFORE THE EX;PIRATIOI DATE THEREOF, THE ISSU :NG INSURER VALL ENDEAVOR TO MAL 30 GAYS WRITTSN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TODD SO SHALL IMPOSE NO OBLIGATION OR LAWLITY CF ANY RIND UPON THE INSURER. ITS AGENTS OR REAMSE4ATWES, © ACORD CORPORATION 1988 . 11 -18 -05 14:52 FROWYOLONEY OHEILL ALw1 .. Ur-M 1 iriL&H I OR a DuCER (509)325 -3024 FAX (50W32 Moloney, O'Neill, Corkery & ]ones. Inc. 1206 N Lincoln, Suite #200 Spokane, WA 99201 A03MS a Clark inc Pacific International Corp 1720 W 4th Ave Spokane, WA 99204 Q�{ w' 50`93251188033 T -593 P.O2 /05 F -144 LIAWLI I i INSUKAN un.0 lea/20 t.) 11/18/2005 -1803 THIS CERTIFICATE IS ISSM AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND. EXTEND OR INSURERS AFFORDING COVERAGE I NAIC 0 INSuRFRA. Assurance Company of America INSURER 8: INSURER C: wSuRER rY WCURER E: THE POLICM3 OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTAND[N- I ANY REQUIREMENT, TERMA OR CONDTTTON OF ANY CONTRACT OR OTHER UOCLFMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, TKE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL TKE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POUCIES AGGREGATE LIMITS SI'IOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN]N O' TYPE OF INSURANCE POLICY NUICBER POLICY EFFECTIVE POLIC'/ EXPIRATION LIMBS GENERAL LIABILITY PPS3S982041 02/0$/2005 02/05/2006 EACnOCCURRENCE I 1 000.000 X COMMERCIAL GENERAL LIABILITY bAKFAGE TO RENTED S 1, 000 OO CLAIMS mAOE ff] OccUR MEO EXP (AINO one Peroo(i) S 10,00 A PERSONAL A ADV WJURY S 11000,000 GENERAL ACGRFGA YG t 2.0001000 GEWL AGGREGATE ULIiT APPLiFS PER: PRODuCTS - COMPW AGO S 2 000,000 A�D.ICY IRE AUTOMOBILE X UAB0.ITY ANYAUTO PPS3S982041 02/05/2005 02/05/2006 COMHINED SINGLE u>waT IEeaoedem) I !.ono no BOVAY INJURY (Per Perwri) f A ALLOWNEDAUTOS Sri(-rnUL&OAUTOS BODILY INJURY Ift awoom) I K RED AUTOS NONOWNeDAUT09 PROPERTY DAVAOE (Per eoclaanl) i GARAGE lIAB1UiY AUTO ONLY - EA ACCIDENT I OTHER THAN 9A ACC AUTO ONLY: AGG S ANY AUTO I EXCESS(UMDRELLA LIABILITY EACH OCCURRENCE f OCCUR CLAIMS MADE AGGREGATE I S f DEDVCYMLE 4 RETENTION S D4%XX,XAY"XX' PPS3S982041 02 /OS /2DOS 02/OS/2006 vrCSTATU oTrr A EMPLOYERS' LIABILITY WA ANrPROPQIETORJPARTKEPJ0ECUTiVE OF FICEIWASVIBER EACLUDED7 HINGTON STOP GAP ONLY C.L. EACH ACCIDENT s 1,000.000 E.L. DISEASE - EA &MPLOVE S 1.000.000 It Ye,. amenae ,.oae, SPECIAL PRO"'S.ONS oao- Lt. DISEASE - POLICY LIMR s 1,000.000 OTHER OESCRIPTIO Of OPVaATIDJ.6 r L aTIDICa r VEK➢CLE9 r EYC�W51 YS ADDED DY 6NDDR6L'MI'Ji Y U SPECIAL ROV SION3 City of Spokane Val Ley are Additional Insureds as Respects Work Performed by the Named Insured on the Beverly Hills Stormwater Project per attached portion of Farm PS2001 -4/99. City of Spokane Valley 11707 East Sprague Avenue Suite 106 Spokane Valley, WA 99206 SHOULD ANY OF TKE ABOVE DESCRIBED POUCLES BE CANCELLED BEFORE THE EXPtAATR)N DATE TKC-REOP, THE I33IANG RISURER WILL *XKXll M IAII'L _30 DAYS WRITTEN NOTICE TO THE CERTIFICATE MOLDER NAMED TO THQ LEFT. Kx1y4cAxlalax11Ex*x'lccdcxx 8lAl*frif*'tl0pSftiQ*xMxdl,'# )w%a ltw11( XXXXXX AUTKOAREO REPRESENTATIVE John MMoloney /PLP � �4 ACORD 25 (2001!08) OACORD CORPORATION 1988 11 -13 -05 14:53 FROy- VOLONEY ONEILL 5083251803 T -583 P_03/05 F -144 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policyties) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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 r_onfer rights to the certificate holder in lieu of such endofsement(s). DISCLAIMER The Certiflcale of Insurance on the reverse side of this form does not constitute a contract between the i5sufig insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively arnend, extend or alter ilia coverage afforded by the policies listed thereon. ACORD 25 (2001108) 9704 I1 -18 -05 14:54 FROM- 61OLONEY OH I LL , 9 All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, of- fered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit' and an indemnitee of the insured is also named as a party to the "suit', we will defend that indemnitee if all of the following conditions are met a. The "suit' against the indemnitee seeks damages for which the insured has as- sumed the liability of the indemnitee in a contract or agreement that is an -insured contract": b. This insurance applies to such liability assumed by the insured; c. The obligation to defend or the cost of the defense of, that indemniteo, has also been assumed by the insured in the same "insured contract"; d The allegations in the "suit and the in- formation we know about the "occur- rence" are such that no conflict appears to exist between the interests of the insured and the interests of the indem- nitee: e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the some coun- sel to defend the insured and the in- demnitee; and f_ The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the inves- tigation, settlement or defense of the "suit ": [b) Immediately send us copies of any demands, notices. sum- monses or legal papers received in connection with the Jsuit°; (c) Notify any other insurer whose coverage is available to the in- demnitee; and (d) Cooperate with us with respect to coordinating other applicable insurance available to the indem- nitee: and 5083251803 T -583 P.04/05 F -144 (2) Provides us with written authoriza- tion to: [a) Obtain records and other utfor- mation related to the "suit': and (b) Conduct and control the defense of the indemnitee in such "suit'. So long as the above conditions are met, attorneys' fees incurred by us in the de- fense of that indemnitee, necessary litiga- tion expanses Incurred by us and necessary litigation expenses incurred by the indem- nitee at our request will be paid as Supple - mantary Payments. Notwithstanding the pro- visions of Paragraph 2.b.(2) of SECTION 1 - COVERAGE A - BODILY INJURY AND PRCP- ZRTY DAMAGE LIA3ILMY, such payments will not be deemed to be damages for "bodily injury" and "property damage` and will not reduce the limits of insurance. Our obligation to defend an insured's in- demnitee and to pay for attorneys' fees and necessary litigation expenses as Supplamen- tary Payments ends where a. We have used up the applicable limit of insurance In the payment of judgments or settlements: or b. The conditions set forth above. or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION 11 - WHO IS AN INSURED 1, If you are designated in the Declarations as: a An individual, you and your spouse are insureds, but only with respect to the conduct of a business of whictt you are the solo owner. b. A partnership or joint venture, you are an insured. Your members, your part- ners, and their spouses are also insureds. but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, put only with respect to the conduct of your business. Your managers are in- sureds, but only with respect to choir duties as your managers. d, An organisation other than a partner - snip, joint venture or limited liability company, you are an insured. Your "ex- ecutive officers- and directors are in- sureds. but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stock- - as ►�.t a�ry.yr!tW mAe,J•t vO 1.4w.44, 9V•.#.l 01160% 4a • . %M 00w4 - C: J,.0 Nr.r.rf. s.nnat OAU•, ua., 1087 SS200 I Ed. 4 -99 C.O ".L Ills. rudaJ cuvrar carp. "., u n tao,br .1 rut rte .rwucn Page 8 of 1 K N II -18-05 14:54 119s FROtt- MOLONEY ONEILL C , holders. Your subsidiaries, and subsid- iaries of subsidiaries, are insureds if: (1) They are legally incorporated enti- ties; and (2) You own more than 50% of the voting stock in them as of the effective Clete of this policy, If such subsidiaries are not shown in the Declarations, you must report them to us within 180 days of the inception of this policy. %2. Eac of the following is also an insured: a. Your "employees ", other than either your 'axecutive officers" (if you are an or- ganization other than a partnership, joint venture or limited liability company) or your managers lif you are a limited li- ability company), but only for acts within the scope of their employmont by you or while performing duties related to the conduct of your business. However, none of these "employees" is an insured for: (1) "Bodily injury" or "personal and ad- vertising injury": 1a) To you, to your partners or members (if you are a partner- ship or joint venture), to your members (if you are a limited li- ability company), or to a co - "em- ployee" wnile that co- "employee' is either in the course of his or her employment or performing duties related to the conduct of your business: lb) To the spouso. child, parent, brother or sister of that oo - "em- ptoyee" as a consequence of Paragraph 111(a) above: 1e) For which there is any obligation to share damages with or repay someone also who must pay damages because of the injury described in Paragraphs 11)(a) or N above; or (d) Arising out of his or her pro- viding or failing to provide pro- fessional health care services. 5093251803 T-593 P.05/05 F -144 P any of your -employees', any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Any person (other than your 'employeal, or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die, but only. (1) With respect to liability arising out of the maintenance or use of that property: and 121 Until your legal representative has been appointed. d Your legal representative if you die, but ` only with respect to duties as such. That \y f1 representative will have all your rights and duties under this Coverage Parr. Any person or organization with whom you agree, because of a written con- tract, to provide insurance such as is afforded under this policy, but only with respect to liability arising out of your operations, "your wore" or facilities owned or used by you. This provision does not apply: (11 To any vendor• concessionaire, les- sor of leased equipment, grantor of a franchise, engineer, architect or surveyor, or (2) Unless the contract has been signed prior to the date of "bodily injury ". "property damage ", or 'personal cr advertising injury". Any person or organization to whom you are obligatod by vinue of a wrinen'in- sured contract" to provide 'insurance such as is afforded by this policy. but only with respect to liability arising out of the ownership, maintenance, or use of that part of any promises leased to you. This does not apply to: l i) Any "occurrence" that takes place after you cease to be a tenant on those premises. (2) "Property damage" to property: 12) Structural alterations. new construc- Ca) Owned, occupied or used by, tion or demolition operations per - (b) Rented to. in the care, custody formod by or on behalf of such in- or control of, or over which sured. pnysical control is being exer- g. Any state or political subdivision, but only cised for any. purpose by you. as respects legal liability incurred by the I-ho. siypry".N ­1­1 1 .� t, a.". Aran t11en, he- -n• • i p•.� .A. C•.1W0-1 1•, 4.n LNK.1 41111)1 M.., 1117 SS2001 Ed. 4 -99 C",.•w+ 1018. raa.•a c41..114 c.,..... n 1..N►..•i ... ,.....,1 -Page 9 of ) 7 s ,,;ooOValley i WON I Ono �e 01 11707 E Sprague Ave Suite 106 ♦ Spokane Valley WA 99206 509.921.1000 ♦ Fax: 509.921.1008 ♦ cityhall @spokanevalley.org Memorandum Date: December 1, 2005 To: Ken Thompson From: Gloria Mantz 0 Re: Selection Procedure for Consultant for Beverly Hills Project CC: John Hohman We selected two consultants from the Consultant Roster list: Adams & Clark, Inc. (A &C) and David Evans & Associates (DEA). Because the A &C statement of qualifications shows experience in hillside development and complex drainage systems; we invited Adams &Clark to meet ,A ith John Hohman and Gloria Mantz to discuss the history and challenges associated with the project and visit the project site. The Beverly Hills area is a hillside development that has experienced flooding and erosion problems. Dave Randall of A &C described some of the innovative projects he has designed such West Terrace Third Addition, a development in the West Plains. in this project, A &C designed a drainage system that uses post - developed runoff from the plat to irrigate an adjacent golf course. Use of runoff for irrigation purposes decreased the size of the large evaporation ponds that would have been required for the site otherwise. Because of the constraints of the Beverly Hills area, we wanted to work with a Consultant that has the ability to think outside of the box and has strong drainage experience. We feel that A &C fits our criteria.