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Sazan Group - City Hall and Police HQ Generators Engineering PSA
PROFESSIONAL SERVICES AGREEMENT City Hall and Police HQ Generators Engineering Services (Project Nos. 22408 & 22409) Agreement No. 23-026 THIS AGREEMENT is made and entered into between the City of Pasco, a Washington Municipal Corporation, hereiix�after referred � as "City", and Sazan Group, hereinafter referred to as "Consultant," on the _ day of i 2023. RECITALS WHEREAS, the City desires to have certain services and/or tasks performed as set forth below requiring specialized skills, training, equipment, and other supportive capabilities; and WHEREAS, the Consultant represents that it is qualified and possesses sufficient skills, experience, equipment, and necessary capabilities, including: technical and professional expertise, when required, to perform the services and/or tasks as set forth in this Agreement upon which the City is relying. WHEREAS, the City has, consistent with RCW 39.80, published an announcement related to its need for Architectural and Engineering services, evaluated Consultant's current performance data, and has determined that Consultant is the most highly qualified firm to perform the Architectural and Engineering services related to the City Hall and Police HQ Generators projects; and WHEREAS, the City's Public Works Director finds that the Agreement with Consultant is both fair and reasonable in light of the duties to be performed, the Consultant's performance data, and the nature and complexity of the project. NOW, THEREFORE, in consideration of the mutual covenants, and performances contained herein, the parties agree as follows: 1. Scope of Services. The Consultant shall perform such services and accomplish such tasks, including the furnishing of all labor, materials, facilities and equipment necessary for full performance thereof, as identified and designated as Consultant's Responsibilities throughout this Agreement, and as more particularly described in Scope of Work detailed in Exhibit A, attached hereto and incorporated herein (the "Project"). 2. Term. This Project shall begin on the execution date listed above and promptly be completed by 12/31/2025. 3. Compensation and Payment. 3.1 Payment for services provided hereunder shall be made following the performance of such services. Such payment shall be full compensation for work performed or Professional Services Agreement — SMin Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 1 of 9 services rendered, and for all labor, materials, supplies, equipment, and incidentals necessary to complete the Project. 3.2 No payment shall be made for any services rendered by the Consultant except for services identified and set forth in this Agreement except as may be authorized by a written supplemental agreement approved by the City. 3.3 The City shall pay the Consultant for work performed under this Agreement upon timely submitted invoices detailing work performed and expenses for which reimbursement is sought. The City shall approve all invoices before payment is issued. Payment shall occur within thirty (30) days of receipt and approval of an invoice. 3.4 The City shall pay the Consultant for all work performed and expenses incurred under this Agreement, as follows. ® Fixed Sum identified within Exhibit A, a total of. $180.500.00. 4. Reports and Inspections. 4.1 The Consultant at such times and in such forms as the City may require, shall furnish to the City such statements, records, studies, surveys, reports, data, and information as the City may request pertaining to matters covered by this Agreement. 4.2 The Consultant shall, at any time during normal business hours and as often as the City or the Washington State Auditor may reasonably deem necessary, make available for examination all of its records and data with respect to all matters covered, directly or indirectly, by this Agreement and shall permit the City, or its designated authorized representative to audit and inspect other data relating to all matters covered by this Agreement. The City shall receive a copy of all audit reports made by the agency or firm as to the Consultant's activities. The City may, at its discretion, conduct an audit at its expense, using its own or outside auditors, of the Consultant's activities which relate, directly or indirectly, to this Agreement. Consultant shall be provided a copy of such reports. 4.3 The Consultant, during the term of this Agreement, shall obtain all permits and registration documents necessary for the performance of its work and for the execution of services at its own expense, and shall maintain its validity. Upon request, the Consultant shall deliver to the City copies of these licenses, registration documents, and permits or proof of their issuance or renewal. 4.4 Consultant shall maintain books, records and documents, which sufficiently and properly reflect all direct and indirect costs related to the performance of this Agreement, and shall maintain such accounting procedures and practices as may be necessary to assure proper accounting of all funds paid pursuant to this Agreement. Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 2 of 9 These records shall be subject, at all reasonable times, to inspection, review, or audit as provided above. 4.5 The Consultant shall retain all books, records, documents or other material relevant to this Agreement for three (3) years after its expiration. Consultant agrees that the City, or its designee, shall have full access and right to examine any of said materials at all reasonable times during this period. 5. Ownership and Use of Documents. 5.1 All research, tests, surveys, preliminary data, information, drawings and documents made, collected, or prepared by the Consultant for performing the services subject to this Agreement, as well as any final product, collectively referred to as "work product," shall be deemed as the exclusive property of the City, including copyright as secured thereon. Consultant may not use them except in connection with the performance of the services under this Agreement or with the prior written consent of the City. Any prior copyrighted materials owned by the Consultant and utilized in the performance of the services under this Agreement, or embedded in with the materials, products and services provided thereunder, shall remain the property of the Consultant subject to a license granted to the City for their continued use of the products and services provided under this Agreement. Any work product used by the Consultant in the performance of these services which it deems as "confidential," "proprietary," or a "trade secret" shall be conspicuously designated as such. 5.2 In the event of Consultant's default, or in the event that this Agreement is terminated prior to its completion, the work product of the Consultant, along with a summary of the services performed to date of default or termination, shall become the property of the City, and tender of the work product and summary shall be a prerequisite to final payment under this Agreement. The summary of services provided shall be prepared at no additional cost, if the Agreement is terminated through default by the Consultant. If the Agreement is terminated through convenience by the City, the City agrees to pay Consultant for the preparation of the summary of services provided. 6. Public Records. 6.1 Consultant acknowledges that the City is an agency subject to Chapter 42.56 RCW "Public Records Act." All preliminary drafts or notes prepared or gathered by the Consultant, and recommendations of the Consultant are exempt prior to the acceptance by the City or public citation by the City in connection with City action. 6.2 If the Consultant becomes a custodian of public records of the City and request for such records is received by the City, the Consultant shall respond to the request by the City for such records within five (5) business days by either providing the records, or by identifying in writing the additional time necessary to provide the Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 3 of 9 records with a description of the reasons why additional time is needed. Such additional time shall not exceed twenty (20) business days unless extraordinary good cause is shown. 6.3 In the event the City receives a public records request for protected work product of the Consultant within its possession, the City shall, prior to the release of any protected work product or as a result of a public records request or subpoena, provide Consultant at least ten (10) business days prior written notice of the pending release and to reasonably cooperate with any legal action which may be initiated by the Consultant to enjoin or otherwise prevent such release. 7. Independent Contractor Relationship. 7.1 The parties intend that an independent contractor relationship is created by this Agreement. The City is interested primarily in the results to be achieved; subject to the scope of services and the specific requirements of this Agreement, the implementation of services will lie solely with the discretion of the Consultant. No agent, employee, officer or representative of the Consultant shall be deemed to be an employee, agent, officer, or representative of the City for any purpose, and the employees of the Consultant are not entitled to any of the benefits or privileges the City provides for its employees. The Consultant will be solely and entirely responsible for its acts and for the acts of its agents, employees, officers, subcontractors or representatives during the performance of this Agreement. 7.2 In the performance of the services provided in this Agreement, Consultant is an independent contractor with full authority to control and direct the performance of the details of the work, however, the results of the work contemplated herein must meet the approval of the City and shall be subject to the City's general rights of inspection and review to secure the satisfactory completion thereof. 7.3 The Consultant shall comply with all State and Federal laws including, but not limited to: 7.3.1 The definition requirements of RCW 50.04.140 (Employment Security). 7.3.2 RCW 51.08.195 (Industrial Insurance). 7.3.3 Obtain a City of Pasco business license. 7.4 The City may, at its sole discretion, require the Consultant to remove any employee, agent or servant from employment on this Project who, in the City's sole discretion, may be detrimental to the City's interest. Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 4 of 9 8. Indemnification. 8.1 The Consultant shall defend, indemnify, and hold harmless 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 resulting from the acts, errors or omissions of the Consultant in performance of this Agreement, except for injuries and damages caused by the sole negligence of the City. 8.2 However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant, and the City, its officers, officials, employees, and volunteers, the Consultant's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Consultant's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 8.3 No liability shall attach to the City by reason of entering into this Agreement except as expressly provided herein. 8.4 This indemnification shall include damages, penalties and attorney fees sustained as a result of Consultant's delayed or failed performance of Section 6 above. 9. 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, employees, or subcontractors. The 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. 9.1 Minimum Scope of Insurance. Consultant shall obtain insurance of the types and coverage described below: 9.1.1 Automobile Liability insurance covering all owned, non -owned, hired and leased vehicles. Coverage shall be at least as broad as Insurance Services Office (ISO) form CA 00 01. 9.1.2 Commercial General Liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop -gap independent contractors and personal injury and advertising injury. The City shall be named as an additional insured under the Consultant's Commercial General Liability insurance policy with Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 5 of 9 respect to the work performed for the City using an additional insured endorsement at least as broad as ISO endorsement form CG 20 26. 9.1.3 Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 9.1.4 Professional Liability insurance appropriate to the Consultant's profession. 9.2 Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 9.2.1 Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 9.2.2 Commercial General Liability insurance shall be written with limits no less than: ® $2,000,000 each occurrence; and ® $2,000,000 general aggregate; 9.2.3 Professional Liability insurance shall be written with limits no less than: ® $2,000,000 per claim; and ® $2,000,000 policy aggregate limit; 9.3 Other Insurance Provision. The Consultant's Automobile Liability, Professional Liability, and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance as respect the City. Any insurance, self-insurance, or self -insured pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 9.3.1 The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 9.4 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VII. 9.5 Verification of Coverage. Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including, but not necessarily limited to, the additional insured endorsement, evidencing the insurance requirements of the Agreement before commencement of the work. 9.6 Notice of Cancellation. The Consultant shall provide the City with written notice of any policy cancellation within two (2) business days of their receipt of such notice. Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 6 of 9 9.7 City Full Availability of Consultant Limits. If the Consultant maintains higher insurance limits than the minimums shown above, the City shall be insured for the full available limits of Commercial General and Excess or Umbrella liability maintained by the Consultant, irrespective of whether such limits maintained by the Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by the Consultant. 9.8 Failure to Maintain Insurance. Failure on the part of the Consultant to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five (5) business days notice to the Consultant to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Consultant from the City. 10. Nondiscrimination. In the performance of this Agreement, the Consultant will not discriminate against any employee or applicant for employment on the grounds of race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap; provided that the prohibition against discrimination in employment because of handicap shall not apply if the particular disability prevents the proper performance of the particular worker involved. The Consultant shall ensure that applicants are employed, and that employees are treated during employment in the performance of this Agreement without discrimination because of their race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap. Consultant shall take such action with respect to this Agreement as may be required to ensure full compliance with local, State and Federal laws prohibiting discrimination in employment. 11. Covenant Against Contingent Fees. The Consultant warrants that it has not employed nor retained any company, firm, or person, other than a bona fide employee working exclusively for the Consultant, to solicit or secure this Agreement; and that it has not paid or agreed to pay any company, person or firm, other than a bona fide employee working exclusively for the Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the City shall have the right to terminate this Agreement. 12. Assignment and Subcontracting. 12.1 The City has awarded this Agreement to the Consultant due to its unique qualifications to perform these services. The Consultant shall not assign (or subcontract other than as specifically identified in Exhibit A) its performance under this Agreement or any portions of this Agreement without the prior written consent Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 7 of 9 of the City, which consent must be sought at least thirty (30) days prior to the date of any proposed assignment. 12.2 Any work or services assigned or subcontracted hereunder shall be subject to each provision of this Agreement including Section 6, Public Records; Section 10, Nondiscrimination; proper bidding procedures where applicable; and all local, State and Federal statutes, ordinances and guidelines. 12.3 Any technical or professional service subcontract not listed in this Agreement, must have prior written approval by the City. 13. Termination. 13.1 Termination for Convenience. Either party may terminate this Agreement for any reason upon giving the other party no less than ten (10) business days written notice in advance of the effective date of such termination. 13.2 Termination for Cause. If the Consultant fails to perform in the manner called for in this Agreement, or if the Consultant fails to comply with any other provisions of this Agreement and fails to correct such noncompliance within five (5) business days of written notice thereof, the City may terminate this Agreement for cause. Termination shall be effected by serving a notice of termination on the Consultant setting forth the manner in which the Consultant is in default. The Consultant will only be paid for services and expenses complying with the terms of this Agreement, incurred prior to termination. 14. General Provisions. 14.1 For the purpose of this Agreement, time is of the essence. 14.2 Notice. Notice provided for in this Agreement shall be sent by: 14.2.1 Personal service upon the Project Administrators; or 14.2.2 Certified mail to the physical address of the parties, or by electronic transmission to the e-mail addresses designated for the parties below. 14.3 The Project Administrator for the purpose of this Agreement shall be: For the City: Ryan Mahaffey, or designee Project Manager 525 North 3rd PO Box 293 Pasco WA 99301 Mahaffeyr(�),pasco-wa. gov For the Consultant: Daniel Touger, P.E., or designee Managing Principal 111 SW Fifth Ave, Suite 3210 Portland, OR 97204 dtouger@sazan.com Professional Services Agreement — Sazan Group Agreement No. 23-026 City Hall and Police HQ Generators Engineering Services Page 8 of 9 15. Dispute Resolution. 15.1 This Agreement has been and shall be construed as having been made and entered into and delivered within the State of Washington and it is agreed by each parry hereto that this Agreement shall be governed by the laws of the State of Washington. 15.2 In the event of a dispute regarding the enforcement, breach, default, or interpretation of this Agreement, the Project Administrators, or their designees, shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved by agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, with both parties waiving the right of a jury trial upon trial de novo, with venue placed in Pasco, Franklin County, Washington. The substantially prevailing party shall be entitled to its reasonable attorney fees and costs as additional award and judgment against the other. 16. Nonwaiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other similar event or other provision of this Agreement. 17. Integration. This Agreement between the parties consists in its entirety of this document and any exhibits, schedules or attachments. Any modification of this Agreement or change order affecting this Agreement shall be in writing and signed by both parties. 18. Authorization. By signature below, each party warrants that they are authorized and empowered to execute this Agreement binding the City and the Consultant respectively. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above. CITY OF PASCO, ASHINGTON Adam R. Lincoln — City Manager ATTEST: CONSULTANT Digitally signed by Daniel Touger Daniel To u G3 f DN 0-US, coup,dl U=Saz zan r o p, ('� i C=Sazan Group, OU=Sazan Group, y CN=Daniel Touger Date: 2023,10.23 04:49:05-07'00' Daniel Touger, PE — Managing Principal APPROVED AS TO FORM: Debra C. Barham, City Clerk K erguson Law, PLLC, City Attorney Professional Services Agreement — Sazan Group City Hall and Police HQ Generators Engineering Services Agreement No. 23-026 Page 9 of 9 sAzAN August 11, 2023 EXHIBIT A GR0L)P 111 SW Fifth Avenue Suite # 3210 Portland, OR 97204 503.416.2400 600 Stewart Street Suite # 1400 Seattle, WA 98101 206.267.1700 311 E. Veteran's Way Suite #102 Tempe, AZ 85281 480.530.9101 sazan.com Ryan Mahaffey City of Pasco PO Box 293/525 North 3rd Ave. Pasco, WA 99301 Re: City Hall and Police Generator Replacement — Projects 22408 and 22409 Professional Services Proposal Dear Ryan: Thank you for the opportunity to provide you with our proposal for the referenced project. We have made an effort to capture the scope of engineering services for this project. Project Description Project Owner City of Pasco Project Location 525 N 3rd Ave Pasco, WA 99301 Building/Project Description Provide permit and bidding documents for the construction and installation of two (2) 750kW diesel generators with automatic transfer switches (ATS), one at each site. Each generator and ATS will be connected to the existing switchboards to provide full generator backup of each facility. The project will include incidental upgrades as required to the switchboard as well as detailed load calculations which will require a 30day demand study of existing loads. There may be a requirement to re -configure the switchboard arrangement to comply with the current NEC 700 requirements that each branch of the power system originate from a separate vertical switchboard section. Limited site and structural design will also be provided as needed to support the new generator and ATS design. ESTIMATED CONSTRUCTION COSTS Based on our conversation/information we received, we have assumed the following preliminary estimate: A. Estimated total Construction Cost including Generators: $2,200,000 B. Estimated Electrical Construction Cost including Generators: $1,600,000 INFORMATION SOURCE Proposal is based on the following correspondences: A. RFP dated: September 2022 B. Email from Dustin Wittman dated 12/09/2022 PROJECT SCHEDULE A. Design and Documentation: From July 2023 to November 2023. B. Construction: From February 2024 to July 2024. Page 2 City Hall and Police Generator Replacement - Projects 22408 and 22409 ASSUMPTIONS Based on information received, we understand that this project: A. Each project will have a single bid/construction packet. B. Will have a single document/construction for each phase on each project. C. Is limited to Electrical, Civil, Structural and Landscape engineering only. See PBS Engineering and Environmental Inc.'s attached proposal for Civil, Structural and Landscape engineering scope. DESIGN SUBMITTALS 30 Percent Construction Documents (Drawings) 60 Percent Construction Documents (Preliminary Drawings and Specifications) 90 Percent Construction Documents (Preliminary Drawings and Specifications) 100 Percent Construction Documents (Drawings and Specifications) Permit (Drawings and Specifications) Bid (Drawings and Specifications) MEETINGS Meetings with design team, owner representative, and construction team during design phase and construction. A. Up to 8 meetings. B. Up to 4 site visits to include 2 during design and 2 during construction. ENGINEERING SERVICES DESCRIPTION Our scope of services is limited to the following. Services not included are Additional Services. A. Services Project Management: 1. Create and track design schedule to meet the City's needs. 2. Manage design resources and project support. 3. Schedule meetings. 4. Coordinate with regulatory agencies as needed. Electrical Engineering: 1. Design of a new emergency distribution system and replacement of the existing generator at Pasco City Hall and addition of a new generator at Paco Police Station. Generators are 750kW units currently on order by Owner. Requires integration of the generators and automatic transfer switches into each existing building electrical system. 2. Includes coordination of space requirements for new generator into existing spaces. 3. Assessment of existing panels which directly interface with new generator to determine their fault duty and potential need for replacement to meet current codes. 4. Assessment of existing panels and loads. 5. Revise existing Emergency One -Line to incorporate new single generator. 6. Exterior lighting design if needed to support maintenance of generator. Civil and Structural Engineering: 1. See fee attachment from PBS Engineering and Environmental. Design Documentation: 1. Construction Documents 100% Design Development Phase, 75% submittal Construction to City for review and then to 100% for completion after review (see proposal attachment for breakdown). Page 3 City Hall and Police Generator Replacement - Projects 22408 and 22409 2. Coordination of space requirements for electrical systems, concrete pad, secure fencing and maintenance access. 3. Design and layout of electrical systems, concrete pad and fencing. 4. Production of drawings on backgrounds, consisting of field verified layout of existing equipment within the space. Drawings shall be plan view and elevation view showing equipment within the space. 5. Working drawings will be in REVIT-generated floor plans (current version). 6. We will provide .pdf format drawings of all work in AutoCAD for all submittals. Final drawing set will be in .pdf format with electronic stamp/signature. 7. Record Copies will be provided in AutoCAD .dwg format and .pdf format. 8. Construction specification sections will be created in typical CSI format. 9. At 30%, 60% and 90% we will provide a review set to the city and will conduct a video conference review meeting with the City and Facilities to document design changes that may need to occur. Construction Administration: 1. Responding to all Contractor questions and substitution requests. 2. Review of submittals and shop drawings; based on receipt of all information in a consolidated manner (no piece -meal submittal review). 3. Punchlist site visits and documentation, one (1) site visit and one (1) post punch site visit. 4. Creation of As-Builts from contractor red -lines. Electrical Engineering Studies 1. Performance specification for contractor provided selective coordination analysis of the emergency distribution system. EXCLUSIONS AND CLARIFICATIONS A. Life cycle cost analysis for alternate mechanical/electrical systems are not included. B. Cost reduction requiring redesign after approved systems have been designed is not included. C. Determination/interpretation of egress lighting paths with local officials is not included. D. Acoustical calculations for systems are not included. FEE Lump Sum Project Phase Electrical Engineering Structural Civil and Landscape Design Development $40,000 Construction Documents $50,000 Survey Services $5,500 Structural Engineering $12,000 Civil and Landscape $21,000 Construction Administration $30,000 $17,000 10% Overhead on Sub Consultant $5,500 TOTALS $125,500 $55,000 Total Fee: $180,500 Page 4 City Hall and Police Generator Replacement - Projects 22408 and 22409 STANDARD REIMBURSABLE AND FEE Standard reimbursable expenses include check plots, final plots, copies, phone calls, mileage to jobsite, parking, shipping, messenger services, electronic transmittal of drawings to contractors to develop shop drawings. Project reimbursable costs ARE included in the fees above. We will bill fees monthly as services are performed. Payment is due within 60 days of receipt of invoice. This proposal is valid for 90 days from the date first written above. Sazan Group, Inc. reserves the right to modify or update this proposal after that date. ADDITIONAL SERVICES Services requested beyond those included in this proposal will be considered additional services and will be billed either at hourly rated listed below or will be estimated on a lump sum basis. Sazan Group, Inc. will not proceed with services we consider to be in addition to the contract without first notifying you and obtaining you authorization. This includes, but not limited to, change order issues, ASIs, and revisions requiring redesign. Additional services will be billed at our standard hourly rates at the time the work is performed. Page 5 City Hall and Police Generator Replacement - Projects 22408 and 22409 BUILDING INFORMATION MODELING (BIM) The MEP drawings and the BIM Model shall be diagrammatic in nature and show general routing and connections and may not show all parts in its exact position. A. Model Level of Design The LOD as provided below is industry standard. Is the intent of our documents to provide enough information to ensure that the contractor can accurately bid the project and that the design intent is clear. In addition, the LOD as stated below is adequate to ensure that the proposed design is constructable. It is also not too detailed to cause issues with the contractor when it comes to means and methods. It is the intent of these contract documents to allow the contractor to install certain design elements in their own way, pending review of all equipment and shop drawings. This industry standard LOD allows for the balance between those two. The design model is not intended on being used for take -offs, counts or fabrication. In general, the Revit model will be modeled to Level of Design (LOD) of 200 with some items or systems modeled to LOD 300 depending on the project phase or system being modeled. Below is a general guide for each system LOD as defined in the 2021 Level of Development Specification published December 2021 by BIM Forum: • Electrical Wiring and Conduits: LOD 200. (No Conduits under 2" will be modeled) • Electrical Equipment: LOD 200 • Lighting: LOD 200 • Data and Low Voltage: LOD 200 (only devices.) • Structural LOD 200 • Civil and Landscape: LOD 200 Sazan will not model above LOD 300 as model above this LOD (as listed herein) are best completed by the contractors who will be choosing the specific manufacturer and models of equipment, routing preferences, as well as means and methods of fabrication, installation, and construction. B. Clash Detection As noted above the routing is diagrammatic in nature so using clash detection on the design model other than checking for general clearances at locations like shafts or other choke points will not be performed past a basic visual check at these areas. If clash detection is desired this shall be performed by the General Contractor/Subcontractors using their construction/fabrication level models and desired routing. C. BIM3601ACC Cloud Modeling If BIM 360 is used for the project, Sazan assumes the following: • All Sazan BIM Managers will be added to the BIM360 project with administrator rights so Sazan group can properly manage permissions and users on the Sazan team as they are added or removed from the project. • Only Sazan Group employees will open the Sazan model and make modifications or corrections. • A Revit model waiver is signed by all 3m parties given access to the BIM 360 project if Sazan does not already have a contract with the party. • Sazan Group shall be given at least two weeks' notice prior to being removed from the project or the project being archived so that Sazan can retrieve all of the electronic files stored on the project. • Revit version is to be decided at the beginning of the project. The version used should take into account Autodesk licensing limitations and the timeline of the project. Due to problems with upgrading and graphical changes to the drawings when upgrading, upgrading Revit versions near 100% Construction Documents or during Construction Administrations phases of the project should be avoided. • When working in BIM360 or ACC cloud the MEP team will be using a consumed workflow for the linked Architectural model which will require the Architect to regularly publish and package. Page 6 City Hall and Police Generator Replacement - Projects 22408 and 22409 D. Construction Operations Building Information (COBie) If COBie standards are utilized, Sazan shall specify a range of acceptable makes and models of equipment, acceptable for use on this project. The General Contractor I Subcontractors shall be responsible for providing COBie spreadsheets with final installed equipment manufacturer, and model information. Any COBie documents provided by Sazan shall be "preliminary" and not for final record. E. Updating of Revit Model Revit models will be updated a maximum of once per week unless discussed otherwise. Additionally, model updates will not be updated within one week of major milestones such as 100% DD, 100% CD, Permit, Construction, etc. This is to ensure our team has time to address all changes. Model updates can occur without restrictions on minor milestones or "drop and plots". F. General BIM Revit version is to be decided at the beginning of the project. The version used should take into account Autodesk licensing limitations and the timeline of the project due to problems with upgrading and graphical changes to the drawings when upgrading Revit versions near 100% Construction Documents or during Construction Administrations phases of the project. As Revit is not backwards compatible and all parties must be on the same version of Revit. No Revit models should be upgraded before all parties involved agree to the upgrade. If this Proposal meets with your approval, please sign below and return to us. By your signature, you acknowledge that you have read and agree to the terms of this proposal. We will not proceed with the work until this signed Agreement is returned to us. In addition, you represent that you have authority to bind for City of Pasco. If you have modified this proposal, we will review your modifications. This Agreement shall not be in effect until we sign, accepting your modifications. If you have any questions, please contact this office. Sincerely, Sazan Group, Inc. Chris Larson, PE LEED AP LEAD ELECTRICAL ENGINEER. ASSOCIATE May 5, 2023 Sazan Group Attn: Chris Larson 111 SW Fifth Avenue, Suite 3210 Portland, OR 97204 Via email: CLarson@sazan.com Regarding: Proposal to provide Surveying, Civil and Structural Engineering, and Landscape Architecture Services Pasco City Hall and Police Headquarters; Pasco, WA Generator Projects Dear Mr. Larson: PBS Engineering and Environmental Inc. (PBS) is pleased to submit this proposal for surveying, civil and structural engineering, and landscape architecture services for the new generators being installed for the Pasco City Hall and Police Headquarters in Pasco, Washington. This proposal outlines our scope of work/compensation and schedule for PBS services based on our understanding of the project, information provided to us to date, and experience with similar projects. PROJECT UNDERSTANDING PBS understands that the City would like to install two recently purchased 750 kVA generators to serve the City Hall and Police Headquarters. The two generators will independently serve the two buildings and will be located near the respective building's electrical rooms. The project will consist of designing pads, subsurface utility alignments, surface/subsurface demolition and restoration, and necessary structural engineering for the pads and building penetrations for electrical conduits/chases. Based on this understanding, PBS has prepared the following scope of work. SCOPE OF WORK Phase 1 — Surveying PBS will prepare a limited topographic survey to use as a basis for the design for site engineering inclusive of the following: • PBS will survey two areas of the site with locations of approximately 1,500 sf each where the future generator pads will be located and extend the design survey to the electrical room. The exact location of these areas will be determined upon successful scoping of the project with the City and Sazan. • Survey will include visible and located underground utility lines within the project limits as marked by the public locate service, 811 call before you dig. • Visible surface features and surface materials necessary to complete civil engineering and landscape architecture design including roads, sidewalks, lights, curbs/gutter, fences, lawn/landscape areas, and other visible surface features inside the project limits. Sazan — Pasco City Hall and Police HQ Generators Proposal for PBS Services May 5, 2023 Page 2 of 6 Phase 2 —Structural Engineering Design Structural engineering design will consist of the following scope of work: • Review of Pasco City Hall and Pasco Police HQ structural drawings, as provided by the owner, to determine the preferred location for a building penetration for electrical services to the mechanical room. PBS will provide a structural evaluation of the penetration and will recommend structural mitigation, as required. PBS assumes Sazan will prepare the actual detail of the penetration such as conduit/sizes/mastic, etc. • Design of a reinforced concrete slab to support the two generators. This design will be based on soil bearing pressures as identified in a provided geotechnical report, or code minimum bearing pressures. • Provide a Structural Engineering Plan with applicable general notes and special inspection requirements for the above mentioned slab and building penetration reinforcement. Deliverables will be provided at the Design Development and Construction Documents Phases of the project. • Preparation of a Cast in Place Concrete Specification, Section 03300, in CSI Format Phase 3 —Civil Engineering and Landscape Architecture Civil engineering and landscape architecture will cover onsite improvements for the development. PBS will work with the design team to ensure necessary utility connections are provided to the buildings and the design will be stubbed within 5' of the building footprint for continuation by the MEP team. (Note: This was confirmed w/Sazon). Scope includes providing deliverables and support in the following formats and milestones. • Schematic Design (SD) and Design Development (DD): o Project Management o Design Team, Agency, and Owner provided services coordination (emails, phone calls, meetings, etc.) for the following: ■ Client (Sazan) ■ City of Pasco (Owner/Developer) ■ Structural Engineer (PBS, Internal Team) ■ Surveyor (PBS, Internal Team) o Review of owner provided documents, reports, etc. and comments as they relate to civil engineering design o Review utility point of connections and how routing may impact site layout and development o Field review of design survey o Conceptual On -site Civil Engineering and Landscape Plan o Preapplication Meeting Attendance Construction Documents (CD): o Project Management o Design Team Coordination (emails, phone calls, etc.) o Preparation of Stormwater Report o Final Civil Engineering Plans o Final Landscape/Irrigation Plans Phase 3.1 — Civil Engineering Design and Engineering Plans Civil engineering design will include supporting the overall civil engineering as identified in the above process. We anticipate the following plan/specification deliverables during this process. • Schematic Design (SD) and Design Development (DD): o Conceptual on -site civil engineering plan. This plan will focus on general location, likely site/surface impacts, and utility routing. This plan is intended to convey the design intent for owner review/comment. Sazan — Pasco City Hall and Police HQ Generators Proposal for PBS Services May 5, 2023 Page 3 of 6 o Preliminary on -site civil engineering site plan. This plan will consist of updating the conceptual site plan, adding anticipated subsurface utility routing, identifying limits of disturbance, and identifying hardscape impacts and restoration. o Draft civil specifications, CSI format Construction Documents (CD): o Civil engineering permit and construction documents will be prepared for the overall project. Final permit and construction documents will be prepared and will include the following sheets. ■ Civil Cover and General Notes Sheet ■ Legend and Abbreviations ■ Temporary Erosion and Sediment Control Plan ■ Engineering Site Plan ■ Utility Routing Plan ■ Construction Details, Agency and Project Specific o Final Civil Specifications, CSI format Phase 3.2 — Landscape Architecture and Irrigation Design and Plans Landscape Architecture and Irrigation Design will include supporting the overall Landscape Architecture services as identified above. We anticipate the following plan/specification deliverables during this process. Irrigation plans will show design/build approach outlining notes, details and specifications for expected work. No full irrigation design will be provided. Existing information of available will be represented on the sheets Schematic Design (SD) and Design Development (DD): o Conceptual landscaping plan. This plan will focus on general location and potential planting impacts and screening considerations. This plan is intended to convey the design intent for owner review/comment. o Preliminary Landscape and Irrigation Design/Build Plan. The plan will include location, species, size, spacing and quantities of proposed plant material. o Preliminary Planting Details o Preliminary Irrigation Design/Build Details o Draft Landscape/Irrigation Specifications, CSI format Construction Documents (CD): o Final Landscape and Irrigation Plans. These plans will be updated from the DID deliverable to be permit and construction ready. o Final Landscape/Irrigation Specifications, CSI format Phase 4 — Construction Administration Phase 4.1 — RFI's, CCD, ASI and Submittal Services PBS will assist the Architect during construction with answering RFI's, CCDs, ASI, and other necessary documents needed by the Contractor. PBS will review applicable material submittals for conformance with the civil design. Site visits will be completed under separate task, as requested, to discuss field conditions and to provide additional clarification. Deliverables Construction Administration to complete the above scope (Estimated). o Civil Engineering —40Hours o Structural Engineering — 12 hours o Landscape Architecture — 12 Hours Sazan — Pasco City Hall and Police HQ Generators Proposal for PBS Services May 5, 2023 Page 4 of 6 Phase 4.2 — Observation Services PBS will attend construction meetings and complete site walkaround, as requested, while the site is being graded and utilities are being installed. Once the majority of the site is developed, it is anticipated that PBS's input and attendance will not be needed unless specifically requested. Deliverables • Construction Meetings —Meetings w/ On -Site Walkaround o Meetings — Civil Engineering — 8 Hours Allotted o Meetings — Landscape Architect or Structural — 16 hours Allotted Phase 4.3 — Project Representation PBS Civil Engineering staff will attend a pre -bid meeting, pre -construction meeting in conjunction with the design team to discuss the civil engineering aspects of the projects with the proposing and winning contractor(s). Landscape Architecture or Structural Engineering questions/comments will be noted during these meetings by PBS staff with prompt followup from our office staff. PBS assumes that other meetings onsite to discuss any needed civil engineering improvements will occur as Observation Services, scope above. Deliverables • On -Site Meetings — 2 Meetings w/ On -Site Walkaround 0 2 Meeting — Civil Engineering — 8 Hours Phase 4.4 — Project Closeout Upon substantial completion, PBS will visit the site and prepare a punchlist of applicable civil engineering, landscape architecture, and structural items that should be addressed prior to final acceptance of the project. The punchlist will contain a master exhibit noting deficient locations and a brief write up on the needed improvements. Deliverables 1 - Punchlist w/ Photolog 1 - Site Visit and followup Confirmation of Punchlist (8 hours alotted) DELIVERABLES • Electronic drawing file of Topographic Survey, version AutoCAD Civil3D 2018 • Stamped and Signed 22"x34" Topographic Survey Map (PDF Format) • Stamped and Signed Structural Plan, 22"x34" (PDF Format) @ identified milestones • Stamped and Signed Civil Engineering Plans, 22"x34" (PDF Format) @ identified milestones • Stamped and Signed Landscaping Plans, 22"x34" (PDF Format) @ identified milestones • Project Specifications @ identified milestones • Record Drawings, based on markups provide by the contractor (PDF and Autocad Formats) LIMITATIONS OF SCOPE/ASSUMPTIONS • Permit, Application, and Review Fees will be paid, by others. • Bid Package, Award, and Contractor Contract Administration, by others. • Boundary Survey, review of easements of record, and obtaining a Title Report are Excluded from the scope of services. 0 Hiring a private utility locator is excluded from the scope of services. Sazan — Pasco City Hall and Police HQ Generators Proposal for PBS Services May 5, 2023 Page 5 of 6 • Traffic Engineering and Transportation Engineering is excluded from the scope of services. • Site lighting and site security design is currently excluded from the scope of services, if this service is designed, PBS and Sazan can coordinate a scope of services and submit an amendment. • Scope includes addressing two rounds of comments from AHJ and preparation of revised plans with blue line responses. If additional comments are generated beyond the initial review, we may request an amendment pending available budget and complexity of the comments. (Note: PBS will address any missed items as required. Typically, that is what the second submittal covers.) • Site is exempt from Construction Stormwater General Permit and coverage is not required. • No offsite engineering improvements are required. All work is outside of public rights of way. • Survey scope assumes no boundary or easement work. If generators are placed near the exterior of the site PBS will have to request additional budgets, or order title reports to confirm exact rights of way and/or locations of public utility easements. COMPENSATION PBS proposes to provide the scope of work for a Lump Sum fee as noted below. Phase 1 —Survey Services PBS Labor $5,500 Phase Cost $5,500 Phase 2 — Structural Engineering PBS Labor $12,000 Phase Cost $12,000 Phase 3 — Civil Engineering and Landscape Architecture PBS Labor $21,000 Phase Cost $21,000 Phase 4 — Construction Administration PBS Labor $17,000 Phase Cost $17,000 Total $55,500 PBS will provide the described scope of work on a time and materials basis with an estimated cost of $55,500. This fee includes all labor, expenses, materials, transportation, and equipment required to complete the work described. The fees and terms under which these services are provided will be in accordance with PBS's original contract with the District. The Terms and Conditions and this proposal constitute the entire agreement (Agreement) between the parties and may not be changed without prior written consent of the parties. The pricing and other information contained in this proposal document are proprietary and shall not be duplicated, used, or disclosed, in whole or in part, to other parties without the permission of PBS. These fees assume that any modifications to the scope of work previously described, or work following our submission of the final report (such as project planning meetings, presentations, etc.), will be considered additional work. Any additional work will be billed on a time and materials basis. Sazan — Pasco City Hall and Police HQ Generators Proposal for PBS Services May 5, 2023 Page 6 of 6 APPROVAL Please indicate acceptance of this Agreement by returning a signed copy of this Agreement or a purchase order incorporating the terms and conditions of this Agreement. Please feel free to contact me at michael.melder@pbsusa.com with any questions or comments. :S,,incerel Mic ael Melder, PE Senior Project Manager PBS Engineering and Environmental Inc. cc: file Attachment(s): 2023 PBS Hourly Rate Sheet ACOR 7 0 CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 10/20/2023 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 AssuredPartners Design Professionals Insurance Services, LLC 19689 7th Ave NE, Ste 183, PMB #369 Poulsbo WA 98370 CONTACT NAME: JimLedbetter PHONE E , 360-626-2019 FAXNo): 360-626-2019 E-MAIL ADDREss: jim.ledbetter@assuredpartners.com INSURERS AFFORDING COVERAGE NAIC # INSURER A: Arch Insurance Company 11150 License#: 6003745 INSURED 9896 Sazan Group Inc 600 Stewart Street, Ste 1400 INSURER B: RLI INSURANCE COMPANY 13056 INSURER C : Underwriter's at Lloyds, London INSURER D : Seattle WA 98101 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:415197761 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 LTR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY M DDY EFF MM/DD EXP LIMITS B X COMMERCIAL GENERAL LIABILITY PSB0007808 8/1/2023 8/1/2024 EACH OCCURRENCE $2,000,000 CLAIMS-MADE a OCCUR DAMAGE TO R NTE;U- PREMISES Ea occurrence $1,000,000 MED EXP (Any one person) $10,000 PERSONAL & ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 POLICY JECT 7 LOC PRODUCTS -COMP/OPAGG $4,000,000 $ OTHER: B AUTOMOBILE LIABILITY Y Y PSA0002589 8/1/2023 8/1/2024 COMBINED SINGLE LIMIT Ea accident $1,000,000 _ BODILY INJURY (Per person) X ANY AUTO $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Per accident $ HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY B UMBRELLA LIAB X OCCUR PSE0003895 8/1/2023 8/1/2024 EACH OCCURRENCE $ 5,000,000 AGGREGATE _ $ 5,000,000 X EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN Y PSW0004354 8/1/2023 8/1/2024 PER X OTH- STATUTE ER WA St Gap E.L. EACH ACCIDENT $ 1,000,000 ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ❑ NIA E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below i I E.L. DISEASE - POLICY LIMIT $ 1,000,000 A Professional Liability PAAEP0027906 8/1/2023 8/1/2024 $2,000,000 Per Claim $4,000,000 Agg C Excess Professional Liability XS230522 8/1/2023 8/1/2024 $3,000.000 Per Claim $3,000,000 Agg DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Certificate holder is/are an Additional Insured on the Commercial General Liability and Auto Liability when required by written contract or agreement regarding activities by or on behalf of the Named Insured. The Commercial General Liability insurance is primary insurance and any other insurance maintained by the Additional Insured shall be excess only and non-contributing with this insurance. A waiver of subrogation applies to the Commercial General Liability, Auto Liability, Umbrella / Excess Liability and Employers Liability/WA Stop Gap in favor of the Additional Insured. Policies provide 30 days notice of cancellation to the additional insured The City of Pasco, WA shall be named as an additional insured. CERTIFICATE HOLDER CANCELLATION City of Pasco 525 N 3rd Ave Pasco WA 99301 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Policy Number: PSB0007808 PSA0002589 PSW0004354 RLI Insurance Company Named Insured sazan Group Inc THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° NOTICE OF CANCELLATION OR NONRENEWAL — DESIGNATED PERSON OR ORGANIZATION Schedule Designated Person or Organization: City of Pasco Email Address: US Mail Address: 525 N 3rd Ave Pasco, WA 99301 If we cancel or chose to nonrenew this policy for any reason other than nonpayment of premium we will provide written notice at least t 30) days before the effective date of the cancellation or nonrenewal to the designated person or organization in the above schedule. Such notice will be sent via the US mail address or E-mail address listed above. Proof of mailing or e-mailing will be sufficient proof of notice. PPK 2108 05 11 Page 1 of 1 Policy Number: PSE10007808 RLI Insurance Company Named Insured: Sazan Groupinc THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM - SECTION II — LIABILITY C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that you agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "product -completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this policy. b. This insurance does not apply to the rendering of or failure to render any "professional services". c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION III H.2. Other Insurance — COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION II — LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an additional insured under this policy must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have entered into that contract or agreement; or b. The "personal and advertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION III K. 2. Transfer of Rights of Recovery Against Others to Us — COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION II — LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury" or "property damage" occurs, or the "personal and advertising injury" offense is committed. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304 02 12 Page 1 of 1 Policy Number: PSA0002589 Named Insured: sazanGroup Inc A. B. C. D. E. F. G. H. I. J. K. L. M. N. O. P. Q. R. S. T. RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° BUSINESS AUTO ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT Broad Form Named Insured Employees As Insureds Blanket Additional Insured Blanket Waiver Of Subrogation Employee Hired Autos Fellow Employee Coverage Auto Loan Lease Gap Coverage Glass Repair — Waiver Of Deductible Personal Effects Coverage Hired Auto Physical Damage Coverage Hired Auto Physical Damage — Loss Of Use Hired Car — Worldwide Coverage Temporary Transportation Expenses Amended Bodily Injury Definition — Mental Anguish Airbag Coverage Amended Insured Contract Definition — Railroad Easement Coverage Extensions — Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound Notice Of And Knowledge Of Occurrence Unintentional Errors Or Omissions Towing Coverage PPA 300WA 03 13 Page 1 of 5 This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any business entity newly acquired or formed by you during the policy period, provided you own fifty percent (50%) or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of one hundred eighty (180) days following the acquisition or formation of the business entity. This provision does not apply to any person or organization for which coverage is excluded by endorsement. B. Employees As Insureds The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Blanket Additional Insured The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any person or organization that you are required to include as an additional insured on this coverage form in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs is an "insured" for liability coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in SECTION II — COVERED AUTOS LIABILITY COVERAGE. The insurance provided to the additional insured will be on a primary and non-contributory basis to the additional insured's own business auto coverage if you are required to do so in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs. D. Blanket Waiver Of Subrogation The following is added to the SECTION IV — BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against any person or organization to the extent required of you by a contract executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. E. Employee Hired Autos 1. The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured Provision: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. 2. Changes In General Conditions: Paragraph 5.b. of the Other Insurance Condition in the BUSINESS AUTO CONDITIONS is deleted and replaced with the following: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". F. Fellow Employee Coverage SECTION II — COVERED AUTOS LIABILITY COVERAGE, Exclusion B.S. does not apply if you have workers compensation insurance in -force covering all of your employees. G. Auto Loan Lease Gap Coverage SECTION III — PHYSICAL DAMAGE COVERAGE, C. Limit Of Insurance, is amended by the addition of the following: In the event of a total "loss" to a covered "auto" shown in the Schedule of Declarations, we will pay any unpaid amount due on the lease or loan for a covered "auto", less: PPA 300WA 03 13 Page 2 of 5 1. The amount paid under the PHYSICAL DAMAGE COVERAGE section of the policy; and 2. Any: a. Overdue lease/loan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage. c. Security deposits not returned by the lessor; d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. H. Glass Repair —Waiver Of Deductible SECTION III — PHYSICAL DAMAGE COVERAGE, D. Deductible is amended by adding the following: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. I. Personal Effects Coverage The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions: c. Personal Effects Coverage In the event of a total theft loss of your covered "auto we will pay up to $400 for "loss" to wearing apparel and other personal effects which are: (1) Owned by an "insured"; and (2) In or on your covered "auto"; No deductible applies to Personal Effects Coverage. J. Hired Auto Physical Damage Coverage The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions: d. Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for Liability Coverage and this policy also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Coverage is extended to "autos" that you hire, rent or borrow subject to the following: (1) The most we will pay for "loss" in any one "accident" to a hired, rented or borrowed "auto" is the lesser of: (a) $60,000 (b) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in the event of a total "loss". (3) We may deduct for betterment for parts normally subject to repair and replacement during the useful life of the "auto'. In this event, deductions shall be limited to the lesser of: (a) An amount equal to the proportion that the expired life of the part to be repaired or replaced bears to the normal useful life of the part; or (b) The amount which the resale value of the "auto" is increased from the repair or replacement. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned auto will apply. (5) This Coverage Extension will not apply to: (a) Any "auto" that is hired, rented or borrowed with a driver; or (b) Any "auto" that is hired, rented or borrowed from your "employee". K. Hired Auto Physical Damage — Loss Of Use The following is added to SECTION II — COVERED AUTOS LIABILITY COVERAGE, A.2. Coverage Extensions: e. We will pay sums which you legally must pay to the lessor of a covered "auto" which you have leased without a driver for thirty (30) days or less for the lessor's loss of use of the covered "auto", provided: (1) This insurance provides comprehensive, specified causes of loss or collision covered on the covered "auto"; (2) The loss of use results from the covered "auto" being damaged in an "accident" while you are leasing it. We will pay up to a maximum limit of $1,500 for this covered extension. L. Hired Car —Worldwide Coverage The following is added to SECTION II — COVERED AUTOS LIABILITY COVERAGE, A.2. Coverage Extensions: PPA 300WA 03 13 Page 3 of 5 f. Hired Car —Worldwide Coverage (1) We will pay all sums an "insured" legally must pay as damages because of "bodily injury' or "property damage" to which this insurance applies, caused by an "accident' which occurs outside of the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada resulting from the maintenance, or use of any covered "auto" of the private passenger type you lease, hire, rent or borrow without a driver for thirty (30) days or less. (2) With respect to any claim made or "suit' instituted outside the United States of America, the territories and possessions of the United States of America, Puerto Rico, and Canada: (a) You shall undertake the investigation, settlement and defense of such claims and "suits" and keep us advised of all proceedings and actions. (b) You will not make any settlement without our consent. (c) We will reimburse you: (i) For the amount of damages be- cause of liability imposed upon you by law on account of "bodily" injury' or "property damage" to which this insurance applies, and (ii) For all reasonable expenses incur- red with our consent in connection with the investigation, settlement or defense of such claims or "suits". Reimbursement for expenses will be part of the Limit of Insurance for liability coverage shown in the Busi- ness Auto Coverage Declarations, and not in addition to such limits. (3) The limit of Insurance for Liability Coverage shown in the Business Auto Coverage Declarations is the most we will reimburse you for the sum of all damages imposed on you, as set forth in paragraph 2.c. above, and all expenses incurred by you arising out of any single "accident' or "loss". (4) You must maintain the greater of the following primary auto liability insurance limits: (a) Compulsory admitted insurance with limits required to be in force to satisfy the legal requirements of the jurisdiction where the accident occurs; or (b) Insurance limits required by law and issued by a government entity or by an insurer licensed or permitted by law to do business in the jurisdiction where the "accident" occurs; or (c) Auto liability insurance limits of at least $300,000 combined single limit or $100,000 per person/$300,000 per acci- dent Bodily Injury, $100,000 Property Damage. If you fail to comply with the above, this insurance is not invalidated. However, in the event of a "loss", we will pay only to the extent that we would have been liable had you so complied. (5) The insurance provided by this coverage extension is excess over any other collectible insurance available to you whether on a primary, excess contingent or any other basis. M. Temporary Transportation Expenses SECTION III — PHYSICAL DAMAGE COVERAGE, A.4. Coverage Extensions, subparagraph a. Transportation Expenses is deleted and replaced by the following: a. Transportation Expenses (1) We will pay up to a maximum of $1,500 for temporary transportation expense incurred by you because of Physical Damage to a coverage "auto". (2) We will pay only for those covered "autos" for which you carry Comprehensive, Collision or Specified Case of Loss Coverage. (3) We will pay only for those expenses incurred by you during the period of time that begins twenty-four (24) hours after the covered "loss" and ends at the time when the covered "auto" can be reasonable repaired or replaced. (4) This coverage does not apply while there are spare or reserve "autos" available to you for your operations. N. Amended Bodily Injury Definition — Mental Anguish The following is added to SECTION V — DEFINITIONS, Definition C.. "Bodily injury" also includes mental anguish, but only when the mental anguish arises from other bodily injury, sickness or disease. PPA 300WA 03 13 Page 4 of 5 O. Airbag Coverage The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE B. Exclusions 3.a.: However, this exclusion will not apply to accidental discharge of an airbag due to mechanical or electrical breakdown. P. Amended Insured Contract Definition — Railroad Easement SECTION V — DEFINITIONS paragraph H. "Insured contact" is modified as follows: 1. Paragraph H.3. is replaced by the following: 3. Any easement or license agreement. 2. Paragraph H.6.a. is deleted. Q. Coverage Extensions — Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound SECTION III — PHYSICAL DAMAGE COVERAGE B. Exclusions, exception paragraph a. to exclusion 4.c. and 4.d. is deleted and replaced with the following: a. Equipment and accessories used with such equipment, except for tapes, records, discs or other electronic media device, provided such equipment is permanently installed in the covered "auto" at the time of the "loss" or is removable from the housing unit which is permanently installed in the covered "auto" at the time of the "loss", and such equipment is designed to be solely operated by use of the power from the "autos" electrical system, in or upon the covered "autos"; or R. Notice Of An Knowledge Of Occurrence SECTION IV — BUSINESS AUTO CONDITIONS, A.2. Duties In The Event Of Accident, Claim Suit Or Loss, subparagraph a. is deleted and replaced with the following: a. In the event of "accident", claim, "suit" or "loss", you must give us or our authorized representative prompt notice of the "accident" or "loss" including: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured person and witnesses. Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to: (1) You, if you are an individual; (2) A partner if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. S. Unintentional Errors Or Omissions SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions; 2. Concealment Misrepre- sentation Or Fraud is amended by adding the following: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. However this pro- vision does not affect our right to collect additional premium or exercise our right of cancellation or nonrenewal. T. Towing Coverage SECTION III — PHYSICAL DAMAGE COVERAGE, A.2. Towing, is deleted and replaced by the following: 2. We will pay up to $750 for towing and labor costs incurred each time a covered "auto" is disabled due to a covered cause of loss. However: a. All labor must be performed at the place of disablement; and b. If the covered auto is a private passenger type no deductible applies; and c. If the covered auto is not of the private passenger type our obligation to pay will be reduced by a $250 deductible per disablement. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPA 300WA 03 13 Page 5 of 5 Policy Number: Pse000ssse RLI Insurance Company Sazan Group Inc THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPacke FOR DESIGN PROFESSIONALS EXCESS LIABILITY ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT A. General Aggregate Limit — Per Project Or Per Location B. Additional Insured — Primary/Non-contributory C. Waiver Of Transfer Of Rights Of Recovery Against Others To Us This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE FORM A. General Aggregate Limit — Per Project Or Per Location Paragraph 2.a. of C. Limits of Liability of SECTION I — INSURING AGREEMENT is deleted and replaced by the following: a. The limit of liability stated in the Declarations as general aggregate is the most we will pay during each policy period for all ultimate net loss, except ultimate net loss because of: (1) injury and damage included in the products - completed operations hazard or; (2) any coverage included in underlying insurance to which no underlying aggregate applies. The general aggregate applies separately to each of your "projects" away from premises owned by or occupied by you or to each of your locations owned by or occupied by you. "Projects" mean an area away from premises owned by or rented to you at which you are performing operations pursuant to a contract or agreement. For the purposes of determining the applicable aggregate limit of insurance, each "project" at the same "location" shall be considered a single "project'. For the purposes of this provision, "location" means (1) premises involving the same or connecting lots; (2) premises where connection is interrupted only by a street, roadway, waterway or right- of-way of a railroad; or (3) premises where operations are performed in sections, stages or phases as a continuation of the same contract or agreement, even if the premises do not involve connecting lots. B. Additional Insured — Primary/Non-contributory Paragraph K. Other Insurance of SECTION IV — CONDITIONS is deleted and replaced by the following: K. Other Insurance If other insurance, whether collectible or not, is available to the insured covering a loss also covered by this policy, the insurance afforded by this policy shall be in excess of, and shall not contribute with, such other insurance. However, if the underlying insurance provides coverage to an additional insured on a primary basis, or a primary and non-contributory basis, this insur- ance shall be available to such additional insured on an excess basis over the underlying insurance. We will not share with other insurance which covers such additional insured as a named insured. C. Waiver Of Transfer Of Rights Of Recovery Against Others To Us Paragraph L. Subrogation of SECTION IV — CONDITIONS is deleted and replaced by the following: PPU 304 06 10 Page 1 of 2 L. Subrogation In the event of any payment under this policy, the insured must notify us of any of the insured's rights of recovery against any person or organization. We shall be subrogated to all such rights. The insured shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. The insured shall do nothing after loss to prejudice such rights. However we waive any rights of recovery we may have against any person or organization if the underlying insurance also waives such rights. Any amount recovered through subrogation or otherwise shall be apportioned in the inverse order of payment of the claim or claims involved to the extent of actual payment thereof by all interests. The expenses of all such recoveries and proceedings in connection therewith shall be apportioned in the ratio of respective recoveries. With respect to proceedings conducted solely by us, if there is no recovery, we will bear the expense thereof. If there is a recovery, we shall be reimbursed in full from such recovery for the amount of all expenses incurred by us before apportionment of such recovery as herein provided. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPU 304 06 10 Page 2 of 2