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07-108.00 ClearPath: City Center Real Estate Svcs Ph 3AGREEKENT FOR PROFESSIONAL SERVICES ClearPath, LLC - City Center Real Estate Services - Phase 3 THIS AGREEMENT is made by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter "City" and ClearPath, LLC, hereinafter "Consultant," jointly referred to as "parties." IN CONSIDERATION' of the terms and conditions contained herein the parties agree as follows: 1. Work to He Performed. The Consultant 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 Consultant. Prior to commencement of work, Consultant shall contact the City Manager or designee to review the Scope of Work, 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 Work, stop work and promptly cure any failure in performance under this agreement. B. Representations. The City has relied upon the qualifications of the 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 Work. No substitutions of agreed upon personnel shall be made without the written consent of the City. 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. Modifications. The City may modify this agreement and order changes in the work whenever necessary or advisable. The Consultant will accept modifications when ordered in writing by the City Manager or designee. Compensation for such modifications or changes shall be as mutually agreed between the parties. The Consultant 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 have been met. Either party may terminate this agreement by ten days written notice to the other party. In the event of such termination, the City shall pay the Consultant for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. The City agrees to pay the Consultant on a time and materials basis in accordance with the attached fee schedule as full compensation for everything done under this agreement, not to exceed $100,000 for work directed by the City. 4. Payment. The Consultant 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. The City reserves the right to withhold payment under this agreement which is determined in the Agreement for Professional Services City Center Negotiations - ClearPath Page 1 of S C07 -108 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. 5. Notice. Notice shall be given in writing as follows: TO THE CITY: TO THE CONSULTAINT: Name: Christine Bainbridge, City Clerk Phone Number: (509)921 -1000 Address: 1 1707 East Sprague Ave, Suite 106 Spokane Valley, WA 99206 Name: Rob Larsen Phone Number: (206) 235 -5588 Address: 815 Western Ave., Suite 300 Seattle, WA 98104 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 Consultant shall be an independent Consultant 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 Consultant. Any and all employees who provide services to the City under this agreement shall be deemed employees solely of the 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. 8. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by the Consultant under this agreement are and shall be the property of the City, and may be subject to disclosure pursuant to RCW 42.56 or other applicable public record laws. 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 the Consultant'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. The 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 the Consultant, its agents, representatives, or employees. No Limitation. Consultant's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Consultant to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance. Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non -o,. ned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence Agreement for Professional Services Page 2 of 5 City Ccnter Negotiations - ClearPath • • form CG 00 01 and shall cover liability arising from premises, operations, independent contractors and personal injury and advertising injury. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 4. Professional Liability insurance appropriate to the Consultant's profession. B. Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: I. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 3. Professional Liability insurance shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other l.nsurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Professional Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any insurance, self - insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. Cancellation of Consultant's insurance shall be governed by either: a. the policy shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty days prior written notice by certified mail, return receipt requested, has been given to the City, or b. the Consultant shall provide at least 30 days prior written notice by certified mail, return receipt requested of a cancellation. D. Acceptabili!y of T n rs. Insurance is to be placed with insttrers with a current A.M. Best rating of not less than ANTI. E. Evidence of Cover -mm. As evidence of the insurance coverages required by this contract, the Consultant shall furnish acceptable insurance certificates to the City at the time the Consultant retU MS the signed contract. The certificate shall specify all of the parties who are additional insureds, and will include applicable policy endorsements, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to the City. The Consultant shall be financially responsible for all pertinent deductibles, self- insured retentions, and/or self - insurance. Agreement for Professional Services Page 3 of 5 City Center Negotiations - ClearPath 11. Indemnification and Hold Harmless. The Consultant shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this agreement, except for injuries and damages caused by the sole negligence of the City. Should a court of competent jurisdiction determine that this Agreement is subject to R,CW 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 frorn the concurrent negligence of the Consultant and the City, its officers, officials, employees, and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. It is fiirther 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 purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or tennination of the 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 Consultant shall not enter into subcontracts for any of the work contemplated under this agreement without obtaining prior written approval of the City. 15. Confidentiality. Consultant may, from time to time, receive information which is deemed by the City to be confidential. Consultant shall not disclose such information without the express written consent of the City or upon order of a Court of competent jurisdiction. 16. Jurisdiction and Venue. This agreement is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 17. Cost and Attornev's Fees. In the event a lawsuit is brought with respect to this agreement, the prevailing party shall be awarded its costs and attorney's fees in the amount to be determined by the Court as reasonable. Unless provided otherwise by statute, Consultant'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 .Agreernent for Professional Services ]'ape 4 of 5 City Center Negotiations - ClearPath with an interest in this agreement. 20. Business Registration. Prior to commencement of work under this agreement, Consultant 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: 1. Scope of services 2. Insurance Certificates k IN WITN,l E-SS WIIEREOF, the parties have executed this agreement this f day of 2007. CITY V LEY: David Mercier, City anager C ns ant: Larsen, Principal Tax ID No. REDACTED APPROVED AS TO FORM: Office Athe City omey 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 5 of 5 City Center Negotiations - C1earPath 0 0 The City of Spokane Malley City Center Property Negotiations SCOPE OF SERVICES Phase Project Overview The City of Spokane Valley (City) is developing a subarea plan and development regulations to establish a framework for revitalizing the Sprague /Appleway corridor. A priority for the City is to locate, plan and develop a City Center in the vicinity of Sprague Avenue and University Road. This project requires real estate advisory consulting services to assist the City in working with property owners to secure land for the City and establish an attractive development offering. ClearPath, LL (ClearPath) will act as the City's key strategic advisor and consultant team lead in all City Center negotiations and deal structuring, as directed by the City. The tasks completed under this contract are considered to be the third phase of the effort to best position -the City Center project for success. Primary actions taken in the second phase solidified collaboration with the Library and Fire District in the siting of those facilities. To identify the optimal approach for the City to control the land for the City Center, three alternative acquisition and development scenarios were explored. ClearPath recommended the City initiate serious discussion with the U City owners as the best alternative location for the City Center. The Council made a motion which was unanimously supported to pursue this option. This phase of ClearPath's effort will focus on coordination, negotiation and documentation to put the necessary elements in place to make development of this site attractive to a developer and realize the development expectations of the City and Library. This third phase will further solidify the Conceptual Master Plan and complete the implementation of site acquisition for the City and the Library. ClearPath has been authorized by the City and the Library to represent each entity in site acquisition_ ClearPath has not included in this phase of the project any time assisting the. City with Community Communications_ Although this is a very key element to the success of the project, the City has. corn rnitted to coordinate these efforts, Work Program The following tasks describe the services to be carried out by ClearPath for Phase Three. As the project proceeds, the task list may be modified as directed by the City. ClearPath shall inform the City immediately if City directed task modifications impact their ability to complete the below identified tasks within the Phase 3 budget. • • Task 1. Prepare and Negotiate Letter of Intent (LOI) During this process ClearPath will represent the City in property negotiations by beginning with a non binding Letter of Intent to Purchase. Part of this Task involves coordinating with the City on site issues for the City Hall. To complete this Task, Clearpath will: • Create and submit a Non Binding LOI to the City for review and feedback. • Negotiate the Letter of Intent with the property owner Task 2. Negotiate Purchase and Sale Agreement The LOI will outline the business terms of the purchase. Further clarification of these terms and other relevant language to a purchase will be incorporated in a Purchase and Sale Agreement. ClearPath will work closely with the City Center Core Team during property negotiations. The LOI and Purchase Agreement will describe an appraisal process as a determinant of land value. This agreement will require the following activities: • Drafting the Purchase and Sale Agreement with the City's attorney and outside legal council(as needed) • Negotiate the purchase and sale agreement with the property owner • Direct the appraisal process to determine land value Task 3. On -Call Consulting Assistance ClearPath will assist the City on an ongoing basis throughout the City Center acquisition and development process as requested by the City. The City may request consulting assistance with the following activities (the list is not exhaustive): • City Center Site Plan review • Coordination with Library District • Developer Selection • Real Estate Closing • Budget • The budget for services described will be based on the following rates for time and materials: • Advisory and Transaction Services: $200 /hr • Analytic Support: $150 /hr • Administrative Support: $70 /hr • Printing and Copies: 15 cents per page • Travel (automobile): Mileage at current IRS rate • Travel (air /hotel): Actual expense The City will reimburse ClearPath for actual expenses incurred in the delivery of services under this contract. Any expenses to be reimbursed by the City must be approved in writing by the City before the expense is incurred, unless for printing /copies and travel expenses. ClearPath shall complete the scope of work outlined above on a time and materials basis at the rates scheduled above. The cost estimate for this scope of work is approximately $100,000. Monthly invoices shall be submitted to the City as work is completed. ClearPath shall notify the City when invoices for this phase approach the total estimated amount. Although ClearPath anticipates that it can complete this scope of work within this estimate, the many variables and uncertainties involved in this phase of the project preclude agreeing to a not too exceed amount without building in considerable additional contingency. ACORD CERT F CATE OF LIABILITY INSURANCE 0 CLEAR-4 ° 05/15 07 PRODUCED THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Attn: Christine Bainbridge, ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Kibblo b Prentice Holding Co. PO Box 970 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Pau" CrpzrT v POL=ECPUthm Seattle WA 98101 Phone: 206 -441 -6300 Fax: 206 -441 -6312 INSURERS AFFORDING COVERAGE NAIC 0 rlsurzG um:Rrnc Hartford 34690 UcLYttx n C•lmar F;attt :1.0 w3URnO- GcURU D: 815 Wos tern Ave Seattle WA 98104 A m1.cPcuactxEw.u.e3m IIgYR[Jf C t4E Pec*o OF Uti%OI CM=2.O1f PW&WEP MUCCI TOnlr,PZ- =DIVUMD+cwtFOA nx Rol ACI PERM [mlGTim.POIARIM9EA -OWG NIYRmwrtlext. tERY OR OCiduCH OF,UEY OD:RR•LTOR on-Eft OOMVLVT WN RCWWT TD1LYO4 Tk13OERTirAT9 MAY CC- DOt wY M*1+ .T4E 19"AAC6 AFFCF=D DYT Em OESGIEEDH[PGNn GUWMTTO -LL TM rtAU&E-U -Igx3 Axe [Lamtexspauex pCWJA.AOGREP•TE LOAM K WY �Wau1 Mr"erPAOCIK" Attn: Christine Bainbridge, NoMeTOVWC MIGAVEHOLOGRR.ICDTOTRCtLn.eurFa TO 0080 WALL City Clerk Pau" CrpzrT v POL=ECPUthm Spokane Valley WA 99206 Lill RL7R[t ATHe6 /1 TYPE OP iIUmAUIa PouoTfEamt OATS 6AIM OA[EEt.IaORn Ulm GCKRAUyDRdTY L-04Oft PAOCC f 2000000 A m1.cPcuactxEw.u.e3m 523BAPP9669 0uu . ce:LD PRMan jr, P ­•..t 3 300000 ,a= ,exPt.,,.,,.,.o,u f 10000 a/uUD.ADE Sacral + PErSOKAL6 +NAM 3 2000000 R Business owsera 03/30/07 03/30/08 X WA Stop Gap e3k =PU+xRV.ne 3 4000000 crtm /a:RacATe uwt Apvlr! rtk: 01"001=4 - *OWVQP AGO t 4000000 c POLICY OCT LLC Iz AUL1WOeR,C LI::G.1fIY MrAtRD 52SBAPP9669 03/30/07 03/30/08 coUDx[DaaxeuDn 0•'°x"'1 i 2000000 eooaY IxJ.t1Y '�a'•1� AUIDD ECREp.YiD Atl[O{ a )FUL4'RV Ate[) f X KRMAV= X PIMOVwED AVDD! . PRCPWM rAALAM OPW­�I f CARA4E 13AWtY AUTO0MV.EAAOOI 1r f TH•k eA A O[tOR CC 3 AxY 4]EO 3 ' Amoa r. AO3 nlce�sAGAtutLAUaun EACHOOO.NROICL 3 OCOUR L] CIA36 PILE ADG(IDxR 3 i 3 ceycnou f RCTDIfLR { V1C elAtV• OPII� NORRf11i CDWEVlA WNAAD TDRYUWTJ U. CL eALk ADptlfM f OVLOVIMV LLItIIM MY P"OFO WOKPAMERE-EWME ELCOEAK-EACLOU to P OEACENUEVKR EIaq"X01 0.4 CafA9S- PUA."r VlGT i Gfq A.cb ubl VCGA-. rwo✓nlm r. O:HEIE OC3GAYMOP OR Oft" "On /t J ATIDxf I V ENICLFA f E+CLWWO" ADDED .Y CHtlORSCUM /G[CMAL MG1a;1 City of Spokane Valley is an additional insured as respecto work performed by the named insured. 410 days notice of cancellation for non - payment of premium. CFRTIFICATF i4nl nFR CANCELLATION CITYSPI SHODU)MYOPMAeatOESMOEOFOWE3RRC W-C L 00'MBawnA7*4 City of Spokane Valley OATS T4 MW. rm a0.01G GtWRet"A EXOGAVOR TO f 30• GAr{WRrTeR Attn: Christine Bainbridge, NoMeTOVWC MIGAVEHOLOGRR.ICDTOTRCtLn.eurFa TO 0080 WALL City Clerk 11707 East Sprague Ave, 9106 GDGGE,IG COUGAt10-1 DR LA•IIILDYOP &w mm IDC. T. a3 RYR.Re "UM e. Spokane Valley WA 99206 MP":1ERTATWL RL7R[t ATHe6 /1 ACOR.D 25 (2001!08) f9AGUKU GVKVUKA I1UK iyaO C7 (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees ", "volunteer workers ", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker'l, or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Properly Any person or organization having proper temporary custody of your property if you die, but only_ (9 ) With respect to liability ari smg out of the mai ntenance or use of thsat property; and (2) Until your legal representative has been appointed. d. Legal Representative if You Die Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this insurance. e. Unnamed Subsidiary Any subsidiary and subsidiary thereof, of yours which is a legally incorporated entity of which you awry a financial interest of more than 50% of the voting stook on the effective date of this Coverage Part. The insurance afforded herein for any subsidiary not shown in the Declarations as a named insured does not apply to injury or damage with respect to which an insured under this insurance is also an insured under another policy or would txe an insured under such policy but for its termination or upon the exhaustion of its limits of insuranae. 3. N&vAy Acquired Or Formed Organization Any organizatton you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stack, will qualify as a Named Insured if there is no other similar insurance i available to that organization. However a. Coverage under this provision is afforded only until the 790th day after you aoquire of form the organization or the end of the policy period, whichever is earlier; and BUSINESS LIA TY COVERAGE FORM h. Coverage under this provision does not apply to, (1) "Bodily injury,. or "property damage„ that accurred, or (2) "Personal and advertising injury" arising out of an offense aarrrmitted before you acquired or formed the organization, 4. Operator Of Mobile Equipment With respect to 'mobile equipmeW registered in your name under any motor vehicle registration law, any person is an insured whale d6ving such equipment along a public highway with your permission, Any other person or organization responsible for the conduct of such person is also an insured, but ortly with respect to liability arising out of the operation of the equipment, and only if rte other insurance of any fdrtd is available to that person or organization for this liability. Hower, no person or organization is an insured with respect to: a "Bodily injury' to a co- "employee" of the person driving the equipment; or b. "property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision_ 5. Operator of Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet fang and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the vanduct of such person is also an insured, but only vAth respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to, a. "Bodily injury" to a co- "employee" of the person operating the watemraft, or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is ark insured under this provision_ 6. Additional insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organizations) identified in paragraphs a. through f. below are additional insureds when you have agreed, in a written Form 55 00 08 04 05 Page +I 7 of 24 BUSINESS LIABILIIMOVERAGE FORM • contract, written agreement or because of a (e) Any failure to make such permit issued by a state or political inspections, adjustments, tests or subdivision, that such person or organization servicing as the vendor has be added as an additional insured on your agreed to make or normally policy, provided the injury or damage occurs undertakes to make in the usual subsequent to the execution of the contract or course of business, in connection agreement, or the issuance of the permit with the distribution or sale of the A person or organization is an additional products; (f) Demonstration, installation, insured under this provision only for that servicing or repair operations, period of time required by the contract, except such operations performed agreement or permit. at the vendor's premises in However, no such person or organization is an connection with the sale of the additional insured under this provision if such product; person or organization is included as an Products which, after distribution su additional insured by an endorsement issued or sale you, have been labeled or by us and made a part of this Coverage Part, or relabeled used a including all persons or organizations added of container, part or r i ngredient of any as additional insureds under the specific other thing or substance by or for additional insured coverage grants in Section F. — Optional Additional Insured Coverages_ the vendor, or a. Vendors (h) "Bodily injury" or "property damage" arising out of the sole Any person(s) or organ¢ation(s) (referred to negligence of the vendor for its below as vendor), but only with respect to own acts or omissions or those of "bodily injury" or "property damage" arising its employees or anyone else out of 'your products" which are distributed acting on its behalf. However, this or sold in the regular course of the vendor's exclusion does not apply to: business and only if this Coverage Part (i) The exceptions contained in provides coverage for bodily injury" or Subparagraphs (d) or (f); or "property damage" included within the "products -completed operations hazard ". (ii) Such inspections, adjustments, (1) The insurance afforded to the vendor tests or servicing as the vendor is subject to the following additional has agreed to make or normally exclusions: undertakes to make in the usual course of business, in This insurance does not apply to: connection with the distribution (a) "Bodily injury" or "property or safe of the products. damage" for which the vendor is (2) This insurance does not apply to any obligated to pay damages by insured person or organization from reason of the assumption of whom you have acquired such products, liability in a contract or agreement. or any ingredient, part or container, This exclusion does not apply to entering into, accompanying or liabitity for damages that the containing such products. vendor would have in the absence of the contract or agreement; b. Lessors Of Equipment (b) Any express warranty (1) Any person or organization from unauthorized by you; whom you lease equipment; but only "bodily with respect to their liability for (c) Any physical or chemical change injury", damage" or in the product made intentionally in "personal and advertising injury" by the vendor, caused, in whole or in part, by your (d) Repackaging, except when maintenance, operation or use of unpacked solely for the purpose of equipment leased to you by such inspection, demonstration, testing, person or organization. or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; Page 12 of 24 Form SS 00 08 04 05 • BUSINESS LIA>�'�1TY COVERAGE FORM (2) With respect to the insurance afforded e. Permits Issued By State Or Political to these additional Insureds, this Subdivisions insurance does not apply to any (1) Any state or political subdivision, but "occurrence" which takes place after only with respect to operations you cease to lease that equipment performed by you or on your behalf for c. Lessors Of Land Or Premises which the state or political subdivision (1) Any person or organization from has issued a permit. whom you lease land or premises, but (2) Nth respect to the insurance afforded only with respect to liability arising out to these additional insureds, this of the ownership, maintenance or use insurance does not apply to: of that part of the land or premises (a) "Bodily injury", "property damage" leased to you. or "personal and advertising (2) With respect to the insurance afforded injury" arising out of operations to these additional insureds, this performed for the state or insurance does not apply to: municipality; or (a) Any "occurrence" which takes (b) "Bodily injury" or "property damage" place after you cease to lease that included within the "products - land or be a tenant in that completed operations hazard ". premises; or f. Any Other Party (b) Structural alterations, new (1) Any other person or organization who construction or demolition is not an insured under Paragraphs a. operations performed by or on through e. above, but only with behalf of such person or respect to liability for "bodily injury", organization. "property damage" or "personal and d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or (1) Any architect, engineer, or surveyor, but in part, by your acts or omissions or only with respect to liability for "bodily the acts or omissions of those acting injury", "property damage" or "personal on your behalf: and advertising injury" caused, in whole (a) In the performance of your or in part, by your acts or omissions or ongoing operations; the ads or omissions of those acting on (b) In connection with your premises your behalf. owned by or rented to you; or (a) In connection with your premises; (c) In connection with 'your work" and or included within the "products - (b) In the performance of your completed operations hazard ", but ongoing operations performed by only if you or on your behalf. ( "i ) The written contract or written (2) With respect to the insurance afforded agreement requires you to to these additional insureds, the provide such coverage to following additional exclusion applies: such additional insured; and This insurance does not apply to (ii) This Coverage Part provides "bodily injury", "property damage" or coverage for "bodily injury" or "personal and advertising injury" "property damage" included arising out of the rendering of or the within the "products - failure to render any professional completed operations hazard ". services by or for you, including: (2) With respect to the insurance afforded (a) The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to: maps, shop drawings, opinions, "Bodily injury", "property damage" or reports, surveys, field orders, "personal and advertising injury" change orders, designs or arising out of the rendering of, or the drawings and specifications; or failure to render, any professional (b) Supervisory, inspection, architectural, engineering or surveying architectural or engineering services, including: activities. Form SS 00 08 04 05 Page 13 of 24 QI-D. CERIWICATE OF LIABILITY INSURANCE IT C.RSR -A 05 {15fQ7 rrAnloen THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION aem ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ECibble & Prentice Holding co. PO Sax 370 HOLDER.TH15 CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVE RWCE. AFi:O RIO ED BY THE POLICIES RE LOW. nxiY ora�lsr raver namavav Seattle i&4 99141 Phone; 206 -441l -6300 Fax: 206 -441 -6312 INSURERS AFFORDING COVERAGE NAIL # wsus �Aenk 'Lloyds oj: 7�VUd4n 11*.FEi U. C1eerPath, LLC Rob 3.a=on mxmuc 7 i4ukMo- 815 Western Ave, 6Pite S00 seattle rI$ 98i4 uuunur e COVERAGES TIEPdutzscV ffnft Ke1<sreo eC. lnn rw.Y eEEXmutba0 LXE rmMD�Eb 4ebyE FGA nE POLICY sEA106 TEA 11OW✓AXATr11 . urcnm- ueuosY rauan carrnu�x!maonrnr[aeuls�000uuwrrmm nm= M�Hrlcs cemvicMr Yecaucb oe uar vu[rwurlr_osaatH ¢ usvvso BY me � o ,meo Xmeo1063eeerma nLi[ 1116 .C.iG0.4 -eltlne +11aa8`IMrsa OFFL -N �lam..�o -wave uurts �vx�iurw.v_ eeexnvxo m awr�un. aem LW6 nxiY ora�lsr raver namavav �m om wYmd MIIPAr q ohn cmmlK Uemlar Ertn CC vM rCE 7 �1vu ro nusieo *mw Rft1, <tle+Ex4 UomIa�4 enr.Ynl s euuue uarn I� PE013cPm,r "-O FLYXIVL L!L4 e1111 Rt � Q X er:,s tocll�k a wn MCnoave uu�amr�rm: r4�- i'm- cauvvrra s �o- aoucr �� ux aurq.Kga�g wltrssl+ oe�,so �tius wn pP414+n+sw+ f� we0 s !uwxu�a�+ roe SCNEW LE D WEDS 9]OILi In/.PY �'� �4NF +1 , r °•6FU� f/]IFtYA<l6.VlR4 PROrGRTr GVUQ " —W1 Q # WAAME1A -purr hVf6{l'CY -eA rLtl]elr L lhoowselln�r WBLfr Er1C110e"fimt- -E # liilll � CiACJn 4FdE jlG F�Gh>r % 4 i Dee4G1ImG Rf�TFNIY]IP # VCw; IL 6111 'A9e1LtM +1l81gX /116 I �1lr wne fN Ej. 6•t hen e �' lU.lJ1.I�Y am naomemnrameoet7rv�me LL= exeso,la�a i 04K*AWLvtEfi EXCLUN rz ertoVinexelaa tre. EL ttliEx2•MI."uwT # wren A 8rofeaaforai U54fi00Q6d511C US {19 /p5 U5 {19 {p7 Lioit ip0opoo Liabilit Ged 2500 oo�enl►nyl araeeutsae�rlF��+a- �I+i'XC4q�+ �« •••.• sP6FpmEXpnn +El4urr #1EOU4nhs++wlcX# 8vidcncc of TnouxpnQp- - CERTIFICATE HOLDER CANCELLATION CITYSPI aclrt6xrr on me wosrmxnlee6ew�es Be o�e7QO11e me rdn�mm City of Spokan4 Volley harem Lw- mCaelaw INWHmm EXmLxnn To Mw 1Q aa+9xTerlve Attn: Christine Bainbridge, r nMWgcgnji nTg Naarnlvunpra +Xn Lm. ouTrueneraoowsawi City Cloxk 11707 8wit Sp acjun Ava, ff106 e.co�.s:va ool.ouloxan uemirrmxvlumi6arsns:�wrnel:uorts on Spokane Valley WA 99209 musexc wa. } SUPERIOR COURT OF WASHINGTON FOR SPOKANE C�UNTY In the Matter of: REQUEST FOR QUALIFICATIONS No. City Center Negotiations Acquisition City of Spokane Valley AFFIDAVIT OF PUBLISHING NOTICE STATE OF WASHIl�TGTON )ss. County of Spokane CR.AIG}-IOWARD beingfirst duly swom on oath depa� and says that he is the �p�TOR of The Spokane Valley �News Herald, a weekly newspaper. That said newspager is a legai newspaper and it is now and has be�enfor more thansix months prior to the dabe of the publication hereinafter referred to, published in the Fnglish lan$uage contlnually as a weekly newspaper in Spokane County, Washu�gtan, and it is now and during all of said time was printed in an office mainhained at the afoc�esaid plaee of publication of said newspaper, which said newspaper had be�► appraved as a legai newspaper by order of the Sup�rior Court of thc State oE Washin,gfion in and for Spokane County. Tlwt the following is a true mpy of a�ublic �tioe as it was published in regulaz issues comm$ndngon the 19th da�v of Ianuarv. 2007.,, and ending the 26th da,�a.f_januar�,, 2(3(17 all datesinrlusive, and that such newspaper was re�ularly distnbuted to its subsr.nbers during all of said period: Raquest tar Gu�If14�Uans Ctty CAntrr NsgotiNlarts and AsqW�lUon Thu C�ty sat `��,akai �u Ymr�,y �s c��.vatapin� a rsvr- S UBSCRIBED and SWORN to before me 'a�ut� �ian �h�.� Sf`r,�!�ur,'A�+'�*�Y oatiWor this 26kh dav of Tanuax�v. 2QQ7. b�r C�ty �:nter algn�p t1� �amd�+t AprafnRpd xttl� i�af� ttbert at+�ltGi4ti! dl►d l��q City iS �t11GdItR1p cf«cu.�►ems w�!n p�rdp�sty srwrurrs can�arn�ng State of Washington �tuturr aava►a(�t��i p�sna �na �rty Ai SWokone COL1T1 Of S O1C811@ Val�y :w:h. a �:.�x��.tDt���� ra s�r+�i +sn GIY's t Y P lUttegiC 8ds�iSllr it+ �11 �Ily G�118r pt0�51Bny^ �lf1t °O t P I certify that I know orhave sa tisfactory evidenc�e that Kunta..UCP, aen�nx�+nnr� �sv9l �8�1t9, �o► c�yr n! tfta qF� u� efi�n�k irr� C�ty �v�b sita �i CT�I Howard is the erson who a eared before �vspoket+avaiHtY�4 UeadlmnAarwDrt�itt�s g P P F�,o�r�,► 4, �aoq me, and said person aclmowledged at he signed this instrument and acknowledged it to be his hee i�" ��;a 7 �a'� ��.�`�NE .pAF���i,� and voluntary act for the uses and purposes men- o`'r•�� tioned in the instrument. ,a N�� PU8(RY mtN C o.` jolene e W tz 'k Title: N �ary Pilblic �S My appoint�ent expires 5 'Federai Tax ID No. 91-0420030 AFFIDAVIT OF PUBL' ICATION STATE OF WASHINGTON County of �Spokane, ss. Name: City of Spokane Valley Acct: 42365 Reqifesf ior gualiltCatloqs P.O.: Cit� Center ffegopatton's�and Acquisition IdO Lines 160 rh� C��y ot SppN�n� Valley i's di�veloping a r�fisi�t�an ��an Iar tha �s Total Cost:� 43.48 Log No: SR1�3103 AppfQ�vay r�Mdbr: A kpY Pe� of the,plan is to 0esfgrfate aR� de'vslop �e naw Cl�y center arong. che Canidnr. A prete� Sl�e I, Patricia Knowles nss�u selsCted and the�City is inftj�� do�solemnly�swear that I am the Principal Clerk of�the SPOKESNiAN- ��1� �fsauss�orrs-with pro��y Gort- ce�pinQ luture.d�velupmgnt pJan� j�� REVIEVII,� a' newspaper �established and regula�y� published, once af saa�ene �vall�y s�e� C��suitant to each day,�in the English language, �,in and of general circulation ln the s; ea��Gi�Y's'kP��st�at�gi�aduist�r in alt �CentEr ro City of Spokane, Spokane County, Washington; and in the City of pertYa�i�,dgvelopmentnego r�at,v�s Fl�aise�eon�A�f �qtt Kuhta� AtO Coeur d'Alene, Kootenai County, Idaho; that -sai�d newspaper has Sep�u Pfaqnar, fSD91 �688 Fur,� r.q� PY been so established and. regularly published and has fiad said.,general df fh Rf� ur �hetk the City;� ��el� 5jte-at www :spoka�evmlley .org �eatlline far 9ut� circulation �continuously� for �more ,than six (6) months prior to the 23rd in��teis Fgbruary 2�p�, day of July, 194,1,; that said newspaper is printed� in an office CfirisElne6ainbridge maintained :at its place of publication in� the City of Spokane, 1 Spot�n� Yaltey Cify Clerls s�rtt�io3 Washington; �that said newspaper was approved and designated as a� legal. newspap.er �by order of the Superior �Court' of� ttie �State of Washington� for Spokane County on the 23rd day of Jul'y,, 1'941, and that� said or,der ;has� not been revoked and is� in �full force and effect; that� the notice aftached �hereto and which is a part of the proof of publication, was published in said newspapec, finro time(s), the publication having made once each��time on the follo.wing��dates: January 20, 27,,�2007. Subscribed and sworn to before�-me at the City of Spokane, this 31 st day of January, 2007 d i M.� O� Nota ublic in and for�the St e of Washington, S�oN �E, r iding in �Spokane: County, Washington '9� o �pTARY c� U p N �''�Act� Z��� '�oF�.��s� STATE OF �VASHINGTON KING CO� --SS. 206603 No. SPRAGUE/APPELWAY CORRIDOR CTfY OF SPOKANE VALLEY Affidavit of Publication The undersigned, on oath states that he is an authorized representative of The Daily Journal of Commerce, a daily newspaper, which newspaper is a legal newspaper of general circulation and it is now and has been for more than six months prior to the date of publication hereinafter refeaed to, published in the English language continuously as a daily newspaper in Seattle, King County, Washington, and it is now and duriag all of said time was printed in an o�ce a�aintained at the aforesaid place of publication of this new$paper. The Daily Journal of Gommerce was on the 12�' day of June, 1941, approved as a legal newspaper by the Superior Court of King Counry. The notice in the exact form annexed, was published in regular issues of The Daily Journal of Commerce, wluch was regularly distrlbuted to its subscnbers during the below stated period. The annexed notice, a CN:NEGOTIATIONS&ACQUISIT wAS published on O1/22/07 The amount of the fee charged for the foregoing publication is the sum of 62.40, which amount has been paid in full. Subscribed d swo re me on i A. PAT ��i ��,..ON i i� r p�ARr N Notary public fo e State of Washington, P s. residing in Seattle i 4 Uet' tp ���CT V M i����l� A S1� t r— i O� ���'lln�Ogl �lafl� �Olflll� City of �S�okane ��lley Negotiations. and Acq��sition �Serv�ces� Submittal Date: Feb. 9 Request for Quali�catio�s CityCenter�Ne�otiettions and Acqulsition The Cicy af.Spalc's•ne Ve�ll�ey ia ��developing ,a �r�vitalization plan �•for ��the.=Sp'rag.ue/4ppleway �orri= d'ar. A� ke"y par',t ot the pLan is, to; �esignate and�,develop a new City C.�i�ter along�the 'car�idar. A pre= ferred'�si�e has been ,seleated arid• the Cit}. is initiating..d'iscussions wit6 p�operty owners concerai�g •futur`e �d�velri�inenC 'p1� The City of Spokgne. Ve�l��ery seeks, o Consuit�nt.to serve.as City's�,key, str.�teglc advi�pr in oll City Ceater S y y S prapszty!� atid, d�`ve�apment n�got�a- tions: Please contact�•Scott Kuhta� AICP..Senior Planner.:(fiA9),68�- OA49, for 'a co�►y� oC the RT'Q' or I c�ieck the City,'s.web sit� atwww spol�a•nevalley:org. Deed,l,ine Por •sulimi�tals is ,Februa�y 9,, 2007. Date of' publication in �lie Seattle D�ily 'Journal of Commeree, �snuai�y�22: Z00�. 1/2�(246603).�� -Page 2 of effidavit City .Of Spokane��Vailey 11707 East Sprague No. Words at per �word Total 360:00 Spokane Valley Wa�"99206 No.� Lines at� per line Total Attn: Chris Bainbridge No. Column in at per Col. In. Total ���°�g�°°°��°�°°°° AFFIDAVIT O� PU�LICATI�O;N �STATE�� OF 'INA�SHING'TON,, Count�y of �Spokane Kelly�McGillis being first'duly r sworn, says that� he is tfie Classified ad Manager of the REt�UEST FOR QUALIFICATI011iS o u r n a o t s� i s n e s s o c a t� e w s wFiich �s a C1TY CENTER NEGO'TIA�'IONS AND newspaper publisiied arid issueit Bi- vl/eekly regutarly,: ACQUISITION Spokane i� SPokane �county. The City of Spokane Valley 1s�developing a 1 State of Washington and is� of gene'ral ci�culation in said ;county and state, revitaliiation ptan for the� SpraguelAppley.vay tnat the Classified �ad conidor. A key part�of the plan �s to�designate ot wnich th'e .one nereco and .devetop a new City Center along the cor- actached �s �a true and correct, was �'idor. plpreferred s�Qe has 'be�t1 SeleCted �t�.d Q�� publishe,d in said 2 wspaper �a�� week�for the City is inifiating discussions with property weeks. being published consecutive times, owners �co�ncerning future dBVelOp�1'18�t" 25th .Janua o� plans. The City of �Spokane Valley seeks a '��st�publication.being on,the d'ay of �Y ,20� and the last on ttie �th d a f February 2� 07 Consultant to .serve as' City s key strategic advisor in atl City Centerprope�ty and .devel- opmertt negotia�ons. Please co�tact Scott That said noGce� was published in the. regular and� enti�e; issue,ot every nurnb�er�of� Kuhtd Af CP, Senior Planner, �(509) 688-0049 said newspaper durfng said period and times �of �publication, th'at?said. notice was fOC S COpy Of ti'te RFQ� Ot CheCk the City'S web published, in� �the newspaper p�oper and not in a supplement; that tfie charges Site at �Www► .spokanevalley org. Oeadline for heron made are at the regular rates charged fbr such �advertising, and that the submit�ls is�February 9, 2007. same or any part thereof �has not been paid: Chris�ne Ba�nbridge �1�'�� Spokane Valley City Clerk 25th �.lanuary ,07 .'Subscntied and'swom to befare, rne this day. of 20 C�.�J E J O\����gS�O1U F OQ NO PubflC�in and Tor th StatE o�� ashi n �eti` 'O� r v �C�r�R Y �N N ���n�6l.tc f�'" ;Residing�at Q/6�� �T 15, ��1NASN��