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Home My WebLink About2025.07.28 Council Workshop Packet AGENDA City Council Workshop Meeting 7:00 PM - Monday, July 28, 2025 Pasco City Hall, Council Chambers & Microsoft Teams Webinar Page 1. MEETING INSTRUCTIONS for REMOTE ACCESS - Individuals, who would like to provide public comment remotely, may continue to do so by filling out the online form via the City’s website (www.pasco-wa.gov/publiccomment) to obtain access information to comment. Requests to comment in meetings must be received by 4:00 p.m. on the day of this workshop. The Pasco City Council Workshops are broadcast live on PSC-TV Channel 191 on Charter/Spectrum Cable in Pasco and Richland and streamed at www.pasco-wa.gov/psctvlive and on the City’s Facebook page at www.facebook.com/cityofPasco. To listen to the meeting via phone, call 1-332-249-0718 and use access code 398 355 196#. Audio equipment available for the hearing impaired; contact the Clerk for assistance. Servicio de intéprete puede estar disponible con aviso. Por favor avisa la Secretaria Municipal dos dias antes para garantizar la disponiblidad. (Spanish language interpreter service may be provided upon request. Please provide two business day's notice to the City Clerk to ensure availability.) 2. CALL TO ORDER 3. ROLL CALL (a) Pledge of Allegiance 4. VERBAL REPORTS FROM COUNCILMEMBERS 5. ITEMS FOR DISCUSSION WITH OPPORTUNITY FOR PUBLIC COMMENT – the public may comment on each topic scheduled for discussion, up to 2 minutes per person with a total of 8 minutes per item. If Page 1 of 257 opposing sides wish to speak, then both sides receive an equal amount of time to speak or up to 4 minutes each side. 4 - 16 (a) Resolution - Project Acceptance for the I-182 and Broadmoor Blvd Intersection Project (5 minute staff presentation) 17 - 27 (b) Resolution - Project Acceptance for the Broadmoor TIF - Broadmoor/Burns Intersection Project (5 minute staff presentation) 28 - 112 (c) Resolution - Supplement to Professional Services Agreement with HLA Engineering and Surveying, Inc for the Ainsworth Avenue Pavement Preservation Project (5 minute staff presentation) 113 - 195 (d) Resolution - Professional Services Agreement with MacKay Sposito for the Lewis Street Pavement Preservation Project 196 - 233 (e) Resolutions - Approving two (2) Developer Reimbursement Agreements with RP Development, LLC (5 minute staff presentation) 234 - 255 (f) Resolution - Agreement with Natural Selection Farms for Wastewater Biosolid Beneficial Use (5 minute staff presentation) 6. MISCELLANEOUS COUNCIL DISCUSSION 7. EXECUTIVE SESSION (a) Discussion with Legal Counsel About Current or Potential Litigation per RCW 42.30.110(1)(i) and to Evaluate the Qualifications of an Applicant for Public Employment per RCW 42.30.110(1)(g) (30 minutes) 8. ADJOURNMENT 9. ADDITIONAL NOTES 256 - 257 (a) Adopted Council Goals (Reference Only) (b) This meeting is broadcast live on PSC-TV Channel 191 on Charter/Spectrum Cable in Pasco and Richland and streamed at www.pasco-wa.gov/psctvlive. Audio equipment available for the hearing impaired; contact the City Clerk for assistance. Page 2 of 257 Servicio de intérprete puede estar disponible con aviso. Por favor avisa la Secretaria Municipal dos días antes para garantizar la disponibilidad. (Spanish language interpreter service may be provided upon request. Please provide two business day's notice to the City Clerk to ensure availability.) Page 3 of 257 AGENDA REPORT FOR: City Council July 18, 2025 TO: Dave Zabell, Interim City Manager City Council Workshop Meeting: 7/28/25 FROM: Maria Serra, Public Works Director Public Works SUBJECT: Resolution - Project Acceptance for the I-182 and Broadmoor Blvd Intersection Project (5 minute staff presentation) I. ATTACHMENT(S): Resolution Power Point Presentation II. ACTION REQUESTED OF COUNCIL / STAFF RECOMMENDATIONS: Discussion III. FISCAL IMPACT: Engineer's Estimate $7,058,209.75 Bid Award $6,691,534.74 Change Orders $720,244.94 Project Closeout Reconciliation $(26,240.21) Final Construction Cost $7,385,539.47 Funding for this project was provided via Utility Rates, Broadmoor Tax Increment Financing Program, and Developer Contributions. IV. HISTORY AND FACTS BRIEF: Consistent with the Council's objectives for community transportation network enhancement, staff engaged DKS Associates to conduct the analysis and final design project. for the I-182/Broadmoor Interchange Improvement This analysis encompassed the development of an Access Revision Report (ARR), Page 4 of 257 which successfully navigated a robust public involvement process and obtained approvals from both the Federal Highway Administration (FHWA) and the Washington Department of Transportation (WSDOT). The initial recommendation from the ARR involved two primary components:  Construction of an additional eastbound deceleration lane on I-182, connecting northbound for off-ramp designed new a to looped Broadmoor Boulevard traffic.  replace signalized existing the to Installation a of roundabout intersection at the eastbound on/off ramps and Broadmoor Boulevard and to accommodate the new looped off-ramp. The I-182/Broadmoor Boulevard (Road 100) interchange functions as the primary access point for a significant segment of Pasco's population in the western region of the City. Over the past decade, cumulative effects from increased interstate, and office the south development commercial of commercial uses along Sandifur Boulevard, residential development east of Broadmoor/Road 100, and development along Burns Road between Road 68 and Broadmoor Boulevard had collectively resulted in full utilization of the then- existing interchange capacity. Collaborative efforts with WSDOT, FHWA, the City, and the local development community led to the identification of necessary interchange improvements. Consequently, on June 30, 2023, Council adopted Resolution 4363, awarding the construction contract to Nelson Construction Corp. The contract's scope of work for the interchange improvements includes the aforementioned additional eastbound deceleration lane, new looped off-ramp, and roundabout. The project was publicly advertised on June 2, 2023, with a bid opening conducted on June 22, 2023. Substantial completion was achieved on April 4, 2025. The closeout reconciliation amount for the project reflects variations from planned quantities for bid items. Specific items such as roadway excavation (including haul), embankment compaction, structure excavation class A, crush surfacing base course, pedestrian railing, and hot mix asphalt exceeded their planned cement concrete textured items Conversely, quantities. including pavement, cement concrete traffic curb and gutter, cement concrete pedestrian curb, permanent signing, and third-party damage were under their planned quantities. The reconciliation also accounts for the partial utilization of the force account bid item. Final acceptance of the project is contingent on receiving a letter of acceptance from (WSDOT) per Transportation the Department State Washington of construction agreement GCB 3657 between the City and WSDOT. Page 5 of 257 Formal acceptance of public works projects is required by State law and starts the 45-day period within which an outside vendor, supplier or laborer would have an opportunity to file a claim against this project pursuant to RCW 60.28.011 (2). Upon completion of the 45-day lien filing period, retainage being held by the City may be released upon receipts of the following:  An affidavit of no liens  A release from the Department of Revenue that all taxes have been paid  A release from any claims from the Department of Labor and Industries, pursuant to RCW 60.28.051 V. DISCUSSION: City Staff recommends approval of the Resolution for the acceptance of the I- 182 & Broadmoor Blvd Interchange Project, as constructed by Nelson Construction Corp. Page 6 of 257 Resolution – I-182 & Broadmoor Blvd Project Acceptance- 1 RESOLUTION NO. ____ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, ACCEPTING WORK PERFORMED BY NELSON CONSTRUCTION CORP., UNDER CONTRACT FOR THE I-182 & BROADMOOR BLVD INTERCHANGE PROJECT. WHEREAS, the work performed by Nelson Construction Corp., under contract for Project No. 21292 has been examined by City of Pasco (City) Staff and been found to be in apparent compliance with the applicable project specifications and drawings; and WHEREAS, it is City Staff’s recommendation that the City of Pasco formally accept the contractor's work and the project as complete. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the City Council concurs with City Staff’s recommendation and thereby accepts the work performed by Nelson Construction Corp., under contract for Project No. 21292 as being completed in apparent compliance with the project specifications and drawings. Be It Further Resolved, that the City Clerk is hereby directed to notify the Washington State Department of Revenue of this acceptance. Be It Further Resolved, that the final payment of retainage being withheld, pursuant to RCW 60.28.011, regulations and administrative process, shall be released upon apparent compliance with and satisfaction of applicable project specifications and verification thereof by the Public Works Department staff and Finance Director. Be It Further Resolved, that this Resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington, on this ___ day of August, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 7 of 257 Pasco City Council July 28, 2025 Workshop Pa g e 8 o f 2 5 7 Project Acceptance for the I-182 and Broadmoor Blvd Intersection Project Pasco City Council Pa g e 9 o f 2 5 7 3 Pa g e 1 0 o f 2 5 7 4 Pa g e 1 1 o f 2 5 7 5 Pa g e 1 2 o f 2 5 7 6 Pa g e 1 3 o f 2 5 7 7 Pa g e 1 4 o f 2 5 7 Engineer's Estimate $7,058,209.75 Bid Award $6,691,534.74 Change Orders $720,244.94 Project Closeout Reconciliation $(26,240.21) Final Construction Cost $7,385,539.47 Funding for this project was provided via Utility Rates, Broadmoor Tax Increment Financing Program, and Developer Contributions. 8 Pa g e 1 5 o f 2 5 7 Questions? Pa g e 1 6 o f 2 5 7 AGENDA REPORT FOR: City Council July 18, 2025 TO: Dave Zabell, Interim City Manager City Council Workshop Meeting: 7/28/25 FROM: Maria Serra, Public Works Director Public Works SUBJECT: Resolution - Project Acceptance for the Broadmoor TIF - Broadmoor/Burns Intersection Project (5 minute staff presentation) I. ATTACHMENT(S): Resolution Power Point Presentation II. ACTION REQUESTED OF COUNCIL / STAFF RECOMMENDATIONS: Discussion III. FISCAL IMPACT: Engineer's Estimate $3,666,377.82 Bid Award $2,695,994.19 Change Orders $33,278.37 Project Closeout Reconciliation (Under budget) $(35,989.17) Final Construction Cost $2,693,283.39 Funding for this project was provided via Utility Rates, Broadmoor Tax Increment Financing Program, and Developer Contributions. IV. HISTORY AND FACTS BRIEF: In 2021, the Washington State Legislature passed the Tax Increment Financing (TIF) Act (RCW 39.114), empowering local governments, including cities, to use TIF for public improvements that support private economic development. TIF works by dedicating the increased property tax revenue from improved Page 17 of 257 properties within a designated Tax Increment Area (TIA) to fund these necessary public projects. The Council officially established a TIF area of about 671 acres in the Broadmoor area via Ordinance No. 4618 on October 31, 2022. The third the represents "Broadmoor/Burns Improvements Intersection project" phase of planned infrastructure upgrades crucial for promoting development in this TIF area. These improvements are consistent with the scope outlined in Ordinance No. 4618. The project was advertised on March 6, 2024, bids were opened on March 28, 2024, and it reached substantial completion on March 26, 2025. The project's final cost was under budget, as evidenced by the closeout reconciliation. This saving resulted from not fully utilizing some bid items, such as hot mix asphalt, infiltration trench, fence work, pavement markers, plastic stripping, and force account items. Formal acceptance of public works projects is required by State law and starts the 45-day period within which an outside vendor, supplier or laborer would have an opportunity to file a claim against this project pursuant to RCW 60.28.011 (2). Upon completion of the 45-day lien filing period, retainage being held by the City may be released upon receipts of the following:  An affidavit of no liens  A release from the Department of Revenue that all taxes have been paid  A release from any claims from the Department of Labor and Industries, pursuant to RCW 60.28.051 V. DISCUSSION: City Staff recommends approval of the Resolution for the acceptance of the Broadmoor Area TIF – Broadmoor/Burns Intersection Improvements project, as constructed by Apollo, Inc. Page 18 of 257 Resolution – TIF Broadmoor & Burns Intersection Project Acceptance- 1 RESOLUTION NO. ____ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, ACCEPTING WORK PERFORMED BY APOLLO, INC., UNDER CONTRACT FOR THE BROADMOOR AREA TIF – BROADMOOR/BURNS INTERSECTION PROJECT. WHEREAS, the work performed by Apollo, Inc., under contract for Project No. 24595 has been examined by City of Pasco (City) Staff and been found to be in apparent compliance with the applicable project specifications and drawings; and WHEREAS, it is City Staff’s recommendation that the City of Pasco formally accept the contractor's work and the project as complete. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the City Council concurs with City Staff’s recommendation and thereby accepts the work performed by Apollo, Inc., under contract for Project No. 24595 as being completed in apparent compliance with the project specifications and drawings. Be It Further Resolved, that the City Clerk is hereby directed to notify the Washington State Department of Revenue of this acceptance. Be It Further Resolved, that the final payment of retainage being withheld, pursuant to RCW 60.28.011, regulations and administrative process, shall be released upon apparent compliance with and satisfaction of applicable project specifications and verification thereof by the Public Works Director and Finance Director. Be It Further Resolved, that this Resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington, on this ___ day of August, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 19 of 257 Pasco City Council July 28, 2025 Workshop Pa g e 2 0 o f 2 5 7 Project Acceptance for the Broadmoor TIF – Broadmoor/Burns Intersection Project July 28, 2025 Pasco City Council Pa g e 2 1 o f 2 5 7 Pa g e 2 2 o f 2 5 7 Pa g e 2 3 o f 2 5 7 5 Pa g e 2 4 o f 2 5 7 6 Pa g e 2 5 o f 2 5 7 Engineer'sEstimate BidAward ChangeOrders Project CloseoutReconciliation (Underbudget) FinalConstructionCost $3,666,377.82 $2,695,994.19 $33,278.37 $(35,989.17) $2,693,283.39 7 Fundingforthis projectwasprovidedviaUtility Rates,BroadmoorTaxIncrement FinancingProgram,andDeveloper Contributions. Pa g e 2 6 o f 2 5 7 Questions? Pa g e 2 7 o f 2 5 7 AGENDA REPORT FOR: City Council July 21, 2025 TO: Dave Zabell, Interim City Manager City Council Workshop Meeting: 7/28/25 FROM: Maria Serra, Director Public Works SUBJECT: Resolution - Supplement to Professional Services Agreement with HLA Engineering and Surveying, Inc for the Ainsworth Avenue Pavement Preservation Project (5 minute staff presentation) I. ATTACHMENT(S): Resolution Exhibit A - Professional Services Agreement (PSA) Supplement Agreement No. 1 Presentation II. ACTION REQUESTED OF COUNCIL / STAFF RECOMMENDATIONS: Discussion III. FISCAL IMPACT: Original Professional Services Agreement (PSA): $288,600.00 Proposed Supplement No. 1: $90,000.00 New PSA Total: $378,600.00 Secured Funding Source Amount National Highway Performance Program (federal) $2,052,000.00 Fund 130 - Overlay (local) $30,000.00 TOTAL $2,082,000.00 IV. HISTORY AND FACTS BRIEF: The original Professional Services Agreement (PSA) with HLA Engineering and Land Surveying, Inc. (HLA) was authorized December 23, 2024 with a scope and fee for Engineering professional services for the design of the Ainsworth Avenue Pavement Preservation project in the amount of $288,600.00. The Page 28 of 257 scope of work in the PSA included design services and preliminary right-of-way (ROW) plans development. Time was of the essence in the commencement of design to better define Right-of-Way acquisition needs, specially as it was identified the possibility of property acquisition/easement needed from US Army Corps of Engineers. The right-of-way acquisition process can be lengthy and, in this case, could jeopardize compliance with funding timelines. Majority of the funding is from the National Highway Performance Program (NHPP) federal funding that is part of the 2023 National Highway System (NHS) Asset Management Program to mill and overlay NHS routes like Ainsworth Avenue. The funding agreement requires this project to have construction authorized by August 31, 2026. The Design and Preliminary ROW services in the original PSA agreement have been underway and for the reasons discussed above, the project is ready to shift into the right-of-way acquisition phase requiring detailed work and compliance with the requirements of federal transportation funding. The PSA Supplement No. 1 with HLA will add scope and fee to include the needed additional ROW services for $90,000.00 and extend the agreement end date, to accommodate services through completion of the project. The Scope of Services and Basis of Fee for PSA Supplement No. 1 are included within attached Exhibit A. The Scope of Services and Basis of Fee of the Original PSA are included as reference. V. DISCUSSION: Supplement No. 1 addressed the additional scope of work requested by the City for Right-of-Way Services for Ainsworth Avenue Pavement Preservation project. Staff recommends approval of PSA Supplement No. 1 with HLA in the amount of $90,000.00. Page 29 of 257 Resolution – Sup 1 to Ainsworth Avenue Pavement Preservation PSA - 1 RESOLUTION NO. _________ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, AUTHORIZING THE CITY MANAGER TO SIGN AND EXECUTE SUPPLEMENT NO. 1 FOR THE PROFESSIONAL SERVICES AGREEMENT WITH HLA ENGINEERING AND LAND SURVEYING, INC. FOR AINSWORTH AVENUE PAVEMENT PRESERVATION PROJECT. WHEREAS, the City of Pasco (City) and HLA Engineering and Land Surveying, Inc, entered into a Professional Services Agreement (PSA) on December 23, 2024, in the amount of $288,600.00 to provide project management services for the design of the Ainsworth Avenue Pavement Preservation Project; and WHEREAS, the City Council of the City of Pasco, Washington, has after due consideration has determined that it is in the best interest of the City of Pasco to enter into the additional engineering services for the pavement preservation project. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the City Council of the City of Pasco approves the terms and conditions of the PSA Supplement No. 1 between the City of Pasco and HLA Engineering and Land Surveying, Inc. as attached hereto and incorporated herein as Exhibit A, and Be It Further Resolved, that the that the Interim City Manager of the City of Pasco, Washington, is hereby authorized, empowered, and directed to execute said PSA Supplement No. 1 on behalf of the City of Pasco; and to make minor substantive changes as necessary to execute the Supplement. Be It Further Resolved, that this resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington, on this ___ day of _____, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 30 of 257 EXHIBIT A Page 31 of 257 EXHIBIT A Page 32 of 257 EXHIBIT A Page 33 of 257 EXHIBIT A Page 34 of 257 EXHIBIT A Page 35 of 257 EXHIBIT A Page 36 of 257 EXHIBIT A Page 37 of 257 EXHIBIT A Page 38 of 257 December 2, 2024 Mike Uhlman, PE HLA Engineering and Land Survey 2803 River Road Yakima, WA 98902 Re: Scope and Fee Proposal –City of Pasco: Ainsworth Ave Pavement Preservation (206)920-4017 info@csrow.com www.csrow.com Thank you for the opportunity to provide right of way services for this important Pavement Preservation design project for the City of Pasco. It is our understanding that Commonstreet is providing turn-key right of way services for the Ainsworth Avenue project. This work will include early design/pre-acquisition support services, valuations, property owner negotiations and acquisition documentation, and Washington State Department of Transportation (WSDOT) certification support. The scope and fee proposal provided herein is in response to request for a scope and fee for a project with Federal Highway Administration (FHWA) funding in the Preliminary Engineering or Construction phases and is based on ICR/FAR rates. Scope Summary and Project Understanding This project will mill and overlay 1.04 miles of Ainsworth Avenue between 10th Avenue to Oregon Avenue, to include localized asphalt repairs and ADA upgrades. The fee proposal provided herein are based upon an assumption of potential ROW impacts to up to three (3) parcels, including up to three (3) temporary easements (TE) and three (3) fee acquisitions or permanent easements (PE) from the three parcels. It is understood that any change in scope will require an amendment in scope and fee. All right of way activities will comply with the Uniform Relocation Assistance and Real Property Acquisition Policies Act (URA), WSDOT LAG manual, and the City’s WSDOT Approved ROW Procedures. This is a total amount not to exceed (NTE) budget and allocation between subtasks is for reference only and does not constitute separate budgets for each subtask. Assumptions · The Preliminary Engineering and Construction phases of the project have federal funding and WSDOT ROW Certification will be required. · The City requires no more than three (3) partial acquisitions from 3 parcels consisting of up to 3 TE, 3 PE, or 3 fee acquisitions. · There are no full acquisitions. · No design changes will occur after the initial valuation assignment is authorized. · Legal descriptions suitable for recording and meeting all WSDOT requirements will be provided to Commonstreet from a licensed survey company. · No occupants or personal property will be displaced requiring relocation services and no relocation services will be required. EXHIBIT A Page 39 of 257 Page 2 SCOPE AND FEE PROPOSAL · The City will provide ROW document templates or Commonstreet will utilize WSDOT templates and provide to the City for review and approval. · Parcel 112353232-USACE will require a “Yellow Book Appraisal” and appraisal Review. · No more than two (2) Appraisal Waivers (AOS) will be required. · If impacts make either 2 parcels ineligible for valuation by AOS, an appraisal and appraisal review will be completed. Appraisal and appraisal reviews will require additional scope and fee. · Title reports will be provided by the City. · The City will pay directly to the title company all expenses for title commitments, recording fees, escrow services, and title insurance. · If the Notice to Proceed (NTP) is received after 120 days from this proposal, fees and billing rates may require revision to reflect cost of living increases and current business conditions. Best regards, Ted Parry, JD Senior Project Manager Western/Central Washington Scope of Services Task 1.0 – ROW Project Management · Prepare for and attend design development meetings as requested by the City or the project team; · Provide pre-acquisition services as requested by the City or project team to support design development; · Respond to inquiries and needs identified by your team, the City and/or Project Stakeholders; · Oversight of preliminary ROW activities to comply with WSDOT requirements; · Provide written and oral status updates on right of way activities; · Provide oversight to all aspects of the right of way program; · Review City’s approved Right of Way Procedures; · Develop and execute the Right of Way program in compliance with state law, Uniform Act and WSDOT requirements; · Provide oversight of ROW activities to comply with WSDOT certification requirements; · Maintain quality control/quality assurance protocols in the execution of the right of way tasks; · Coordinate title reviews. Task 2.0 – Valuation Services · Coordinate valuation task and any subconsultants; · Provide all documentation required to complete Appraisal Waivers supporting City’s Determinations of Value and integrate findings into offer packages. · Commonstreet will manage Right of Way Team sub-consultants to prepare the AOSs or prepare the AOSs in-house; · Coordinate the development of DV/Just Compensation approved by the Agency. EXHIBIT A Page 40 of 257 Page 3 SCOPE AND FEE PROPOSAL Task 3.0 – Negotiations, Administrative Settlements, QA/QC · Create state and federal compliant project files for each parcel; · Request the City order new and/or updates to existing title commitments; · Review of all valuation and compensation data; · QA/QC of all documents, tasks, and processes before, during, and after acquisition process; · Prepare, deliver and present offer packages; · Negotiate settlements, and draft justification memos when necessary; · Clear encroachments to comply with federal and state requirements; · Review title reports for each parcel and identify each exception; · Once a parcel’s title interest has been reviewed, identify methods of clearance per City direction; · Additionally, includes support preparing condemnation ordinance(s) when amicable settlements not approved by City. Task 4.0 – WSDOT Certification and File Close Out · Collaborate with City during certification process; · Set up client escrow account or facilitate execution of all conveyance documents, payment vouchers, proof of payment and closing data along with recorded conveyance documents and closing of files; · Compile completed/closed files to provide to WSDOT LAC; · Address any items brought forth by Local Programs; · Prepare parcel files (electronic and/or hard copy) in a format requested by the City and provide to City for retention. Task 1.0 – ROW Project Management Principal @ $301.99/hr @ 4hrs Senior Project Manager @ $234.61/hr @ 12 hrs Senior Project Control Specialist @ $159.73/hr @ 12 hours $1,208 $2,816 $1,917 Task 2.0 – Valuation Services Senior Project Manager @ $234.61/hr @ 4 hrs Senior Project Control Specialist @ $159.73/hr @ 4 hours Appraisal (Yellow Book) Appraisal Review Two (2) Appraisal Waivers (AOS) $ 939 $ 639 $8,500 $2,000 $2,500 Task 3.0 – Negotiations, Administrative Settlements, QA/QC Senior Right of Way Agent @ $192.18/hr @ 60 hrs Right of Way Agent @ $117.30/hr @ 120 hrs $11,531 $14,076 Task 4.0 – WSDOT Certification and File Close Out Sr Project Control Specialist @ $159.73/hr @ 70 hrs $11,182 ROW Acquisition Phase Subtotal $57,308 ODC Mileage Copying, Mailing, and Delivery IRS Rate Actual Costs $550 $425 TOTAL $58,283 EXHIBIT A Page 41 of 257 Page 42 of 257 Page 43 of 257 Page 44 of 257 Page 45 of 257 Page 46 of 257 Page 47 of 257 Page 48 of 257 Page 49 of 257 Page 50 of 257 Page 51 of 257 Page 52 of 257 Page 53 of 257 Page 54 of 257 Page 55 of 257 Page 56 of 257 Page 57 of 257 Page 58 of 257 Page 59 of 257 Page 60 of 257 Page 61 of 257 Page 62 of 257 Page 63 of 257 Page 64 of 257 Page 65 of 257 Page 66 of 257 Page 67 of 257 Page 68 of 257 Page 69 of 257 Page 70 of 257 Page 71 of 257 Page 72 of 257 Page 73 of 257 Page 74 of 257 Page 75 of 257 Page 76 of 257 Page 77 of 257 Page 78 of 257 Page 79 of 257 Page 80 of 257 Page 81 of 257 Page 82 of 257 Page 83 of 257 Page 84 of 257 Page 85 of 257 Page 86 of 257 Page 87 of 257 Page 88 of 257 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 1/3/2025 (509) 747-3121 (509) 623-1073 28665 HLA Engineering & Land Surveying, Inc. 2803 River Road Yakima, WA 98902 15792 A 1,000,000 X X EPP0405359 10/1/2024 10/1/2025 500,000 10,000 1,000,000 2,000,000 2,000,000 STOP GAP 1,000,000 1,000,000A X X EBA0405359 10/1/2024 10/1/2025 5,000,000A EPP0405359 10/1/2024 10/1/2025 5,000,000 A EPP0405359 10/1/2024 10/1/2025 1,000,000 1,000,000 1,000,000 B Professional Liabili ANE424194724 10/1/2024 Per Occurrence 2,000,000 B Professional Liabili ANE424194724 10/1/2024 10/1/2025 Aggregate 3,000,000 Re: Agreement #24597, Job #24194E - Pasco - Ainsworth Avenue Pavement Preservation Project City of Pasco, Agency, their officers, employees and agents will be named on all polices of consultant and any subcosultant and/or subcontractor are included as additional insureds, Coverage is Primary and non-contributory and Waiver of Subrogation applies per the attached forms/endorsements. Per Project Aggregate applies to General Liability policy, per attached forms/endorsements. City of Pasco 525 N 3rd Ave Pasco, WA 99301 HUIBLOU-01 PGENESH Hub International Northwest LLC PO Box 3144 Spokane, WA 99220 nowspkinfo@hubinternational.com Cincinnati Casualty Underwriters at Lloyd's London X 10/1/2025 X X X X X X Page 89 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 1 of 14 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIAB ILITY BROAD ENED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A.Endorsement -Table of Contents: Coverage:Begins on Page: 1.Employee Benefit Liability Coverage.......................................................................................2 2.Unintentional Failure To Disclose Hazards .............................................................................8 3.Damage To Premises Rented To You ......................................................................................8 4.Supplementary Payments .........................................................................................................9 5.Medical Payments ......................................................................................................................9 6.180 Day Coverage For Newly Formed Or Acquired Organizations ......................................9 7.Waiver Of Subrogation ...........................................................................................................10 8.Au tomatic Additional Insured -Specified Relationships:..................................................10 (a)Managers Or Lessors Of Premises (b)Lessor Of Leased Equipment (c)Vendors (d)State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises (e)Mortgagee,Assignee Or Receiver 9.Property Damage To Borrowed Equipment .........................................................................13 10.EmployeesAsInsureds -Specified Health Care Services And Good Samaritan Services ...................................................................................................................................14 11 .Broadened Notice Of Occurrence .........................................................................................14 12 .Nonowned Aircraft ..................................................................................................................14 13 .Bodily Injury Redefined ..........................................................................................................14 14 .Expected Or Intended Injury Redefined ...............................................................................14 15 .Former Employees As Insureds ............................................................................................14 B.Limits Of Insurance: The Commercial General Liability Limits of Insuranceapply to the insurance provided by this endorse- ment, except as provided below: 1.Employee Benefit Liability Coverage Each Employee Limit:$1,000,000 Aggregate Limit:$3,000,000 Deductible Amount:$1,000 3.Damage To Premises Rented To You The lesser of: a.The Each Occurrence Limit shown in the Declarations; or b.$500,000 unless otherwise stated $ 4.Supplementary Payments a.Bail Bonds:$2,500 b.Loss Of Earnings:$500 5.Medical Payments Medical Expense Limit:$10,000 9.Property DamageTo Borrowed Equipment Page 90 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 2 of 14 Each Occurrence Limit:$10,000 Deductible Amount:$250 C.Coverages 1.Employee Benefit Liability Coverage a.Thefollowing is added to Section I - Coverages: EMPLOYEE BENEFITLIABILITY COVERAGE (1)Insuring Agreement (a)We will pay those sums that the insured becomes legally obligated to pay as damag- es caused by any act,error or omission of the insured, or of any other person for whose acts the insured is legally liable,to whichthis insuranceapplies.W e will have the right and duty to defend the insured against any "suit"seeking those damages.However,we will have no duty to defend against any "suit"seeking damages to which this in- surance does not apply.We may,at our discretion,in- vestigate any report of an act,error or omission and settleany claim or "suit"that may result.But: 1)The amount we will pay for damages is limited as described in C.Cov- erages,1.Employee Benefit Liability Cover- age,c.Limits Of Insur- ance of this endorse- ment; and 2)Our right andduty to defend ends when we ha ve used up the appli- cable limit of insurance in the payment of judg- ments or settlements. No other obligation or liabil- ity to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Pay- ments. (b)This insuranceappliesto damages only if the act,er- ror or omission is negligently committed in the "admin- istration"of your "employee benefit program"; and 1)Occurs duringthepolicy period; or 2)Occurred prior to the "first effective date"of this endorsement pro- vided: a)You did not have knowledge of a claim or "suit"on or before the "first ef- fective date"of this endorsement. You will be deemed to have knowledge of a claim or "suit" when any insured listed under C. Coverages,1. Employee Benefit Liability Coverage, b.Who Is An In- sured,(1)of this endorsement or any "employee" authorized byyou to give or receive noticeofaclaim or "suit": i)Reports all,or any part,of the act,error or omission to us or any other insurer; ii)Receives a written or ver- bal demand or claim for dam- ages because of the act,er- ror or omis- sion; and b)There is no other applicable insur- ance. (2)Exclusions This insurance does not apply to: (a)Bodily Injury,Property Damage Or Personal And Advertising Injury "Bodily injury", "property damage"or "personal and advertising injury". Page 91 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 3 of 14 (b)Dishonest,Fraudulent, Criminal Or Malicious Act Damages arising out of any intentional,dishonest, fraudulent,criminal or mali- cious act,error or omission, committed by any insured, includingthewillful or reck- less violationof any statute. (c)FailureTo Perform A Con- tract Damages arising out of fail- ure of performanceofcon- tract by any insurer. (d)Insufficiency Of Funds Damages arising out of an insufficiency of funds to meet any obligations under any plan included in the "employee benefit program". (e)Inadequacy Of Perfor- mance Of Invest- ment/Advice Given With Respect To Participation Any claim based upon: 1)Failure of any invest- ment to perform; 2)Errorsinproviding in- formation on past per- formance ofinvestment vehicles;or 3)Advice given to any person with respectto that person's decision to participate or notto par- ticipate in any plan in- cluded inthe"employee benefit program". (f)Workers'Compensation And Similar Laws Anyclaim arising out ofyour failure to comply with the mandatory provisions of any workers'compensation,un- employment compensation insurance,socialsecurity or disability benefits law or any similar law. (g)ERISA Damages for which any in- sured is liable becauseofli- abilityimposed on a fiduci- ary by the Employee Re- tirement Income Security Act of 1974,as now or hereafter amended,or by any similar federal, state or local laws. (h)Available Benefits Any claim for benefits to the extent thatsuch benefits are available,with reasonable effort and cooperationofthe insured,from the applicable funds accrued or other col- lectible insurance. (i)Taxes, Fines Or Penalties Taxes,fines or penalties, i n- cluding those imposed un- der the Internal Revenue Code or any similar state or local law. (j)Employment-Related Prac- tices Any liability arising out of any: 1)Refusal to employ; 2)Termination of employ- ment; 3)Coercion,demotion, evaluation,reassign- ment,discipline,defa- mation,harassment, humiliation,discrimina- tion or other employ- ment-related practices, acts or omissions;or 4)Consequentialliability as a result of 1),2)or 3) above. This exclusion applies whether the insured may be held liable as an employer or in any other capacity and to any obligationtoshare damages with or repay someone else whomust pay damages because of the in- jury. (3)Supplementary Payments Section I -Supplementary Pay- ments -Coverages A and B also apply tothis Coverage,however 1.b.and 2.of the Supplementary Payments provision do not apply. b.Who IsAnInsured Page 92 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 4 of 14 As respects Employee Benefit Liabil- ity Coverage,Section II -Who IsAn Insured is replaced by the following: (1)If you are designated in the Dec- larations as: (a)An individual, youand your spouse are insureds,but on- ly with respect tothecon- duct of a business of which you are the sole owner. (b)A partnership or joint ven- ture,you are an insured. Your members,your part- ners,and their spouses are also insureds but only with respect to the conduct of your business. (c)A limited liability company, you are an insured.Your members are also insureds, but only with respectto the conduct of your business. Your managers are in- sureds,but only with respect to their dutiesasyour man- agers. (d)An organization other than a partnership,joint venture or limited liability company,you are an insured.Your "execu- tive officers"and directors are insureds,but only with respect to their duties as your officers or directors. Your stockholders are also insureds,but only with re- spect to their liability as stockholders. (e)A trust,you are an insured. Your trustees are also in- sureds,but only with respect to their duties as trustees. (2)Each of the following is also an insured: (a)Eachofyour "employees" who is or was authorized to administer your "employee benefit program"; (b)Any persons,organizations or "employees"having prop- er temporary authorization to administer your "employ- ee benefit program"if you die,but only until your legal representative is appointed; or (c)Your legal representative if you die,but only with re- spect to duties as such.That representative will have all your rights and duties under this Coverage Part. (3)Any organization you newly ac- quire or form,other than a part- nership,jointventure or limited liability company,and over which you maintain ownership or major- ity interest,will qualify as a Named Insured if no other similar insuranceapplies tothatorgani- zation.However,coverage under this provision: (a)Is afforded only until the 180th day after you acquire or form the organ ization or the end of the policy period, whichever is earlier; and (b)Does not apply to anyact, error or omission that was committed before you ac- quired or formed the organi- zation. c.Limits Of Insurance As respects Employee Benefit Liabil- ity Coverage,Section III -Limits Of Insurance is replacedby the follow- ing: (1)The Limits of Insurance shown in Section B.Limits Of Insurance, 1.Employee Benefit Liability Coverage of this endorsement and the rules below fix the most we will pay regardless ofthe number of: (a)Insureds; (b)Claims made or "suits" brought; (c)Persons or organizations making claims or bringing "suits"; (d)Acts, errors or omissions;or (e)Benefits included in your "employee benefit program". (2)The Aggregate Limit shown in Section B.Limits Of Insurance, 1.Employee Benefit Liability Coverage of this endorsement is the most we will pay for all dam- ages because of acts,errors or omissions negligently committed Page 93 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 5 of 14 in the "administration"of your "employee benefit program". (3)Subject to the limit described in (2)above,the Each Employee Limit shown in Section B.Limits Of Insurance,1.Employee Bene- fit Liability Coverage of this en- dorsement is the most we will pay for all damages sustained by any one "employee",including damages sustained by such "employee's"dependents and beneficiaries, as a result of: (a)An act, error or omission; or (b)A series of related acts,er- rors or omissions,regard- less of the amount oftime that lapses between such acts, errors or omissions; negligently committed in the "administration"of your "employ- ee benefit program". However,the amount paid under this endorsement shall not ex- ceed,and will be subject to the limits and restrictions that apply to the payment of benefits in any plan included in the "employee benefit program." (4)Deductible Amount (a)Our obligation to pay dam- ages on behalf of the in- sured applies only to the amount of damages in ex- cess ofthe Deductible Amount shown in Section B. Limits Of Insurance,1.Em- ployee Benefit Liability Cov- erage of this endorsement as applicable to Each Em- ployee.The limits of insur- ance shall not be reduced by the amount of this de- ductible. (b)The Deductible Amount shown in Section B.Limits Of Insurance,1.Employee Benefit Liability Coverage of this endorsement applies to all damages sustained by any one "employee",includ- ing such "employee's"de- pendents and beneficiaries, becauseofall acts,errors or omissions to which this in- surance applies. (c)The terms of this insurance, including those with respect to: 1)Our right andduty to defendtheinsured against any "suits" seeking those damag- es; and 2)Your duties,and the du- ties of any other in- volved insured,inthe event of an act,error or omission,or claim; apply irrespectiveofthe ap- plication of the Deductible Amount. (d)We may pay any part or all of the Deductible Amount to effect settlement of any claim or "suit"and,uponno- tification of the action taken, you shall promptly reim- burse us for such part of the Deductible Amount as we have paid. d.Add itional Conditions As respects Employee Benefit Liabil- ity Coverage,Section IV -Commer- cial General Liability Conditions is amended as follows: (1)Item 2.DutiesIn The Event Of Occurrence,Offense,Claim Or Suit is replaced by the following: 2.Duties In The Event Of An Act,Error,Omission, Claim Or Suit a.You mustsee to it that we are notified as soon as practicable of an act, error or omission which may result in a claim. To the extent possible, notice should include: (1)What the act,error or omissi on was and when it oc- curred; and (2)The names and addresses of any- one whomaysuf- fer damages as a result of the act, error or omission. Page 94 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 6 of 14 b.If a claim is made or "suit"is brought against any insured,you must: (1)Immediately record the specifics ofthe claim or "suit"and the date received; and (2)Notifyusas soon as practicable. You mustsee to it that we receive written no- tice of the claim or "suit" as soon as practicable. c.You and any other in- volved insured must: (1)Immediatelysend us copies of any demands,notices, summonses or le- gal papers re- ceived in connec- tion with the claim or "suit"; (2)Authorize us to ob- tain records and other information; (3)Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4)Assist us,upon our request,in the en- forcement of any right against any person or organi- zation which may be liable tothein- sured becauseof an act,error or omission to which this insurance may also apply. d.No insured will,except at thatinsured's own cost,voluntarily make a payment,assume any obligation,or incur any expense without our consent. (2)Item 4.Other Insurance is re- placed by the following: 4.Other Insurance If other valid and collectible insurance is available tothe insured for a loss we cover under this Employee Benefit Liability Coverage,our obli- gations are limited as fol- lows: a.Primary Insurance This insurance is prima- ry except when c.below applies.If this insurance is primary,our obliga- tions are not affected unless any of the other insurance is also prima- ry.Then,we willshare with all that other insur- anceby the method de- scribed in Paragraph b. below. b.Method Of Sharing If all of the other insur- ance permits con tribu- tion by equalshares, we will follow this meth- od also.Under this ap- proach each insurer contributes equal amounts until it has paid its applicable limit of insurance or noneof the loss remains, whichever comes first. If any of the other in- surance does not permit contribution by equal shares,we will contrib- ute by limits.Under this method,each insurer's share is based on the ratioofits applicable limit of insurance to the total applicable limits of insuranceof all insur- ers. c.No Coverage This insurance shall not cover any loss for which the insured is entitled to recovery under any other insurance in force previous to the effective date ofthis Employee Benefit Liability Cover- age. e. Additional Definitions Page 95 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 7 of 14 As respects Employee Benefit Liabil- ity Coverage,Section V -Definitions is amended as follows: (1)The following definitions are added: 1."Administration"means: a.Providing information to "employees", i ncluding their dependents and beneficiaries,with re- spect to eligibility for or scope of"employee benefit programs"; b.Interpretingthe "em- ployee benefit pro- grams"; c.Handling records in connection with the "employee benefit pro- grams"; or d.Effecting,continuing or terminating any "em- ployee's"participation in any benefit included in the "employee benefit program". However,"administration" does not include: a.Handling payroll deduc- tions; or b.The failure to effect or maintain any insurance or adequate limits of coverage ofinsurance, including but not limited to unemployment insur- ance,social security benefits,workers'com- pensation and disability benefits. 2."Cafeteria plans"means plans authorizedby applica- ble law to allow "employees" to elect to pay for certain benefits with pre-tax dollars. 3."Employeebenefit pro- grams"means aprogram providing some or all of the following benefits to "em- ployees",whether provided through a "cafeteria plan"or otherwise: a.Group life insurance; group accident or health insurance;dental,vision and hearing plans;and flexible spending ac- counts;provided that no one other than an "em- ployee"maysubscribe to suchbenefits and such benefits are made generally available to those "employees"who satisfy the plan's eligibil- ity requirements; b.Profit sharing plans, employee savings plans,employee stock ownership plans,pen- sion plans and stock subscriptionplans,pro- vided that no one other than an "employee" may subscribe to such benefits and such bene- fits are made generally available to all "employ- ees"who are eligible under the plan for such benefits; c.Unemployment insur- ance,social security benefits,workers'com- pensation and disability benefits;and d.Vacation plans, i nclud- ing buy and sell pro- grams;leave of ab- sence programs,includ- ing military,maternity, family,and civil leave; tuition assistanceplans; transportation and health club subsidies. 4."First effective date"means the date upon which cover- age was first effected in a series of uninterrupted re- newals of insurance cover- age. (2)The following definitions are de- leted in their entirety and re- placed by the following: 5."Em ployee"means a person actively employed,formerly employed,on leave of ab- sence or disabled,or retired. "Em ployee"includes a "leased worker"."Employee" does not include a "tempo- rary worker". Page 96 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 8 of 14 18."Suit"means a civil proceed- ing in which money damag- es because of an act,error or omission to which this in- surance applies are alleged. "Suit"includes: a.An arbitration proceed- ing in which such dam- ages are claimed and to whichtheinsured must submit or does submit with our consent; b.Any other alternative dispute resolution pro- ceeding in which such damages are cl aimed and to whichthein- sured submits with our consent; or c.An appeal of a civil pro- ceeding. 2.Unintentional Failure To Disclose Haz- ards Section IV -Commercial General Liabil- ity Conditions,6.Representations is amended by the addition of the following: Based on our dependence upon your rep- resentations as to existing hazards,if un- intentionally you should fail to disclose all such hazards at the inception date of your policy,we will not rejectcoverage under this Coverage Part based solely on such failure. 3.Damage To Premises Rented To You a.The last paragraph of 2.Exclusions under Section I -Coverage A -Bod- ily InjuryAnd Property Damage Li- ability is replaced by the following: Exclusions c.through n.do not apply to damage by fire,explosion,light- ning, smoke or soot to premises while rented to you or temporarily occupied by you with permission of the owner, for which the amount we will pay is limited to the Damage To Premises Rented To You Limit as described in Section III -Limits Of Insurance. b.The insurance providedunder Sec- tion I -Coverage A -BodilyInjury And Property Damage Liability applies to "property damage"arising out of wa- ter damage to premises that are both rented to and occupied by you. As respects W ater Damage Legal Li- ability,as provided in Paragraph 3.b. above: The exclusions under Section I - Coverage A -Bodily Injury And Prop- erty Damage Liability,2.Exclusions, other than i.War and the Nuclear Energy Liability Exclusion (Broad Form),are deleted and thefollowing are added: This insurance does not apply to: (a)"Property damage": (i)Assumed in any contract or agreement; or (ii)Caused by or resulting from any of the following: 1)Wear and tear; 2)Rust or other corrosion, decay,deterioration, hidden or latent defect or any quality in proper- ty thatcauses it to damage or destroy it- self; 3)Smog; 4)Mechanical breakdown, including rupture or bursting caused by cen- trifugal force; 5)Settling,cracking, shrinking or expansion; 6)Nesting or infestation, or dischargeor release of waste products or secretions,by insects, birds,rodents or other animals; or 7)Presence,growth,pro- liferation,spread or any activity offungus,in- cluding mold or mildew, and any mycotoxins, spores,scents or by- products produced or released by fungi. (b)"Property damage"caused di- rectly or indirectlybyany of the following: (i)Earthquake,volcanic erup- tion,landslide or any other earth movement; (ii)Water that backs up or over- flows or is otherwise dis- charged from a sewer, drain, sump, sump pump or related equipment; Page 97 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 9 of 14 (iii)Water under the ground sur- face pressing on,or flowing or seeping through: 1)Foundations,walls, floors or paved surfac- es; 2)Basements,whether paved or not; or 3)Doors, windows or other openings. (c)"Property damage"causedby or resulting from water that leaks or flows from plumbing,heating,air conditioning,fire protection sys- tems,or other equipment, caused by or resulting from freezing, unless: (i)You did your best to main- tain heat in the building or structure; or (ii)You drained the equipment and shut off the water sup- ply if the heat was not main- tained. (d)"Property damage"to: (i)Plumbing,heating,air condi- tioning,fire protection sys- tems,or other equipment or appliances;or (ii)The interior of any building or structure,or to personal propertyinthebuilding or structure,caused by or re- sulting from rain, snow,sleet or ice,whether driven by wind or not. c.Limit Of Insurance With respect to the insuranceafford- ed in Paragraphs 3.a.and 3.b.above, the Damage To Premises Rented To You Limit as shown in the Declara- tions is amended as follows: (1)Paragraph 6.of Section III -Lim- its Of Insurance is replaced by the following: 6.Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A -Bodily Injury And Property Damage Liability for damages be- causeof"property damage" to any one premises: a.While rentedto you,or temporarilyoccupied by you with permission of the owner; b.In the case of damage by fire,explosion,light- ning,smoke or soot, while rented to you;or c.In the case of damage by water,while rented to and occupied byyou. (2)The most we will pay is limited as described in Section B.Limits Of Insurance,3.Damage To Prem- ises Rented To You of this en- dorsement. 4.Supplementary Payments Under Section I -Supplementary Pay- ments -Coverages A and B: a.Paragraph 1.b.is replaced by the fol- lowing: Up to the limit shown in Section B. Limits OfInsurance,4.a.Bail Bonds of this endorsement for cost of bail bonds requiredbecause of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage ap- plies.W e do not have to furnishthese bonds. b.Paragraph 1.d.is replacedby the fol- lowing: All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to the limit shown in Sec- tion B.Limits OfInsurance,4.b.Loss Of Earnings ofthis endorsement per day becauseof time off from work. 5.Medical Payments TheMedical Expense Limit of Any One Person asshown in the Declarations is amended to the limit shown in Section B. Limits Of Insurance,5.Medical Payments of this endorsement. 6.180 Day Coverage For Newly Formed Or Acquired Organizations Section II -Who IsAn Insured is amended as follows: Subparagraph a.of Paragraph 3.is re- placed by the following: Page 98 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 10 of 14 a.Coverage under this provision is af- forded only untilthe 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; 7.Waiver Of Subrogation Section IV -Commercial General Liabil- ity Conditions,8.Transfer Of Rights Of Recovery Against OthersTo Us is amended by the additionof the following: We waive any right of recovery against any additionalinsured under this en- dorsement,becauseof any payment we makeunder this endorsement,to whom the insured has waived its right of recov- ery in a written contract,written agree- ment,written permit or written authoriza- tion.Such waiver by us applies only to the extent that the insured has waived its right of recovery againstsuch additional insured prior to loss. 8.Au tomatic Additional Insured -Speci- fied Relation ships a.The following is added to Section II - Who IsAn Insured: (1)Any person(s)or organization(s) described in Paragraph 8.a.(2)of this endorsement (hereinafter re- ferred to as additionalinsured) whom you are required to add as an additional insured under this Coverage Part by reason of a written contract,written agree- ment,written permit or written authorization. (2)Only the following persons or or- ganizations are additional in- sureds under this endorsement, and insurance coverage provided to suchadditional insureds is lim- ited as provided herein: (a)Managers Or Lessors Of Premises Themanager or lessor of a premises leased to you you are required per Paragraph 8.a.(1)of this endorsement to provide insurance,but on- ly with respect to liability for "bodily injury","property damage"or "personal and advertising injury"caused,in whole or in part,byyouor those actingon your behalf in connection with the own- ership,maintenance or use of that part of the premises leased to you,subject to the following additional excl u- sions: This insurance does not ap- ply to: (i)Any "occurrence"which takes place after you ceasetobeatenant in that premises; (ii)Structural alterations, new construction or demolition operations performed by or on be- half of suchadditional insured. (b)Lessor Of Leased Equip- ment Any person(s)or organiza- tion(s)from whom you lease equipment you are required per Paragraph 8.a.(1)of this endorsement to provide in- surance.Suchperson(s)or organization(s)are insureds only with respect to liability for "bodily injury", "property damage"or "personal and advertising injury"caused,in whole or in part,byyour maintenance,operation or useofequipment leased to you by such person(s)or or- ganization(s).A person's or organization's st atus as an additionalinsured under this endorsement ends when their contract or agreement with you for such leased equipment ends.However, this insurance does not ap- ply to any "occurrence" which takes place after the equipment lease expires. (c)Vendors Any person or organization (referred to below as ven- dor)you are required per Paragraph 8.a.(1)of this en- dorsement to provide insur- ance,but only with respect to liability for "bodily injury" or "property damage"arising out of"your products"which are distributed or sold in the regular course of the ven- dor's business, subjectto the following additional ex- clusions: Page 99 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 11 of 14 (i)The insuranceafforded the vendor does not apply to: 1)"Bodily injury"or "property damage" for which the ven- dor is obligated to pay da mages by reasonofthe as- sumptionofliability in a contract or agreement.This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agree ment; 2)Any express war- ranty unauthorized by you; 3)Any physical or chemical change in the product made intentionally by the vendor; 4)Repackaging,ex- cept when un- packed solely for the purposeofin- spection,demon- stration,testing,or the substitution of parts under in- structions from the manufacturer,and then repackaged in the originalcon- tainer; 5)Any failure to make such inspections, adjustments,tests or servicing as the vendor has agreed to makeor normal- ly undertakesto make in the usual course of busi- ness,in connection with the distribution or sale of the products; 6)Demonstration,in- stallation,servicing or repair opera- tions,except such operations per- formed at the ven- dor's premises in connection with the sale of the product; 7)Products which,af- ter distribution or sale byyou,have been labeled or re- labe led or used as a container,part or ingredient of any other thing or sub- stance by or for the vendor; or 8)"Bodily injury"or "property damage" arisingout of the sole negligence of the vendor for its own acts or omis- sions or those of its employees or anyone else acting on its behalf.How- ever,this exclusion does not apply to: a)The excep- tions contained in Paragraphs (c)(i)4)or 6)of this endorse- ment;or b)Such inspec- tions,adjust- ments,tests or servicing as the vendor has agreed to make or nor- mally under- takes to make in the usual courseof business,in connection with the distri- bution or sale of the prod- ucts. (ii)This insurance does not apply to any insured person or organization: 1)From whom you haveacquired such products,or any ingredient,part or container,enter- ing into,accompa- nying or containing such products; or Page 100 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 12 of 14 2)When liability in- cluded within the "products- completed opera- tions hazard"has been excluded un- der this Coverage Part with respect to such products. (d)State Or Governmental Ag ency OrSubdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises Any state or governmental agency or subdivision or po- litical subdivision you are required per Paragraph 8.a.(1)of this endorsement to provide insurance,subject to the following additional provi sion: This insurance applies only with respect to the following hazards for which the state or governmental agency or subdivision or politicalsub- division has issuedapermit or authorization in connec- tion with premises you own, rent or control and to which this insurance applies: (i)The existence,mainte- nance,repair,construc- tion,erection or removal of advertising signs, awnings, canopies, cel- lar entrances,coal holes,driveways,man- holes,marquees,hoist away openings,side- walk vaults,street ban- ners or decorations and similar exposures; (ii)The construction,erec- tion or removal of eleva- tors;or (iii)The ownership,mainte- nance or use of any el- evators covered bythis insurance. (e)Mortgagee,Assignee Or Receiver Any person or organization you are required per Para- graph 8.a.(1)of this en- dorsement to provide insur- ance,but only with respect to their liabilityasmortga- gee,assignee or receiver and arising out of the own- ership,maintenance or use of the premises byyou. However,this insurance does not apply to structural alterations,new construction and demolitionoperations performed by or for that per- son or organization. (3)The insurance affordedtoaddi- tional insureds described in Par- agraph 8.a.(1)of this endorse- ment: (a)Only applies to the extent permitted by law; (b)Will not be broader than that which you are required by the written contract,written agreement,written permit or written authorization to pro- vide for such additional in- sured; and (c)Does not applyto any per- son,organization,vendor, state,governmental agency or subdivision or political subdivision,specifically named as an additionalin- sured under any other provi- sion of,or endorsement addedto,this Coverage Part,provided such other provision or en dorsement covers the injury or damage for which this insurance ap- plies. b.With respect to the insurance afford- ed to the additional insureds de- scribed in Paragraph 8.a.(1)of this endorsement,the following is added to Section III -Limits Of Insurance: The most we will pay on behalf of the additionalinsured is the amount of in- surance: (1)Required by the written contract, written agreement,written permit or writtenauthorization described in Paragraph 8.a.(1)of this en- dorsement.For the purpose of determining the required amount of insurance only,we will include the minimum amount of any Um- brella liability or Excess Liability coverage required for that addi- tional insured inthatwritten con- Page 101 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 13 of 14 tract,written agreement,written permit or written authorization;or (2)Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. c.Section IV -Commercial General Liability Conditions is amendedto include the following: Automatic Additional Insured Pro- vision This insuranceapplies only if the "bodily injury"or "property damage" occurs,or the "personal and advertis- ing injury"offense is committed: (1)During the policy period; and (2)Subsequent to your execution of the written contract or written agreement,or the issuanceofa writtenpermit or written authori- zation,described in Paragraph 8.a.(1). d.Section IV -Commercial General Liability Conditions is amended as follows: Condition 4.Other Insurance is amended to include: Primary And Noncontributory In- surance This insurance is primary to and will not seek contribution from any other insuranceavailable to an additional insured per Paragraph 8.a.(1)of this endorsement provided that: (1)The additionalinsured is a Named Insured under suchother insurance; and (2)You have agreed in writing in a contract,agreement,permit or authorization described in 8.a.(2) of this endorsement thatthis in- surance would be primary and would not seekcontribution from any other insurance availableto the additional insured. 9.Property DamageTo Borrowed Equip- ment a.The following is added to Exclusion 2.j.Damage To Property under Sec- tion I -Coverage A -BodilyInjury And Property Damage Liability: Paragraphs (3)and (4)of this exclu- sion do not apply to tools or equip- ment loaned to you,provided they are not being used to perform operations at the time of loss. b.With respect to the insurance provid- ed by this sectionof theendorse- ment,the following additional provi- sions apply: (1)TheLimits of Insurance shown in the Declarations are replaced by the limits shown in Section B. Limits OfInsurance,9.Property Damage To Borrowed Equip- ment of this endorsement with respect to coverage provided by this endorsement.These limits are inclusive of andnot in addi- tion to the limits being replaced. The Limits of Insurance shown in Section B.Limits Of Insurance, 9.Property Damage To Bor- rowed Equipment of this en- dorsementfixthe most we will pay in any one "occurrence"re- gardless of the number of: (a)Insureds; (b)Claims made or "suits" brought; or (c)Persons or organizations making claims or bringing "suits". (2)Deductible Clause (a)Our obligation to pay dam- ages on your behalf applies only to the amount of dam- ages for each "occurrence" which are in excess of the Deductible Amount shown in Section B.Limits OfInsur- ance,9.Property Damage To Borrowed Equipment of this endorsement.The limits of insurance will not be re- ducedby the application of such Deductible Amount. (b)Section IV -Commercial General Liability Conditions, 2.Duties In The Event Of Occurrence,Offense,Claim Or Suit,applies to each claim or "suit"irrespective of the amount. (c)We may pay any part or all of the deductible amount to effect settlement of any claim or "suit"and,upon no- Page 102 of 257 Includes copyrighted material of Insurance GA 210 09 20 Services Office, Inc.,with its permission.Page 14 of 14 tification of the action taken, you shall promptly reim- burse us for such part of the deductible amount as has been paid byus. 10.EmployeesAsInsureds -Specified Health Care Services And Good Samar- itan Services Paragraph 2.a.(1)(d)under Section II - Who Is An Insured does not apply to: 1)Your "employees"who provide pro- fessional health care services on your behalf as a duly licensed nurse, emergency medicaltechnician or paramedic in the jurisdiction where an "occurrence"or offense to which this insurance applies takes place; or 2)Your "employees"or "volunteer work- ers",other than an employed or vol- unteer doctor,providing first aid or good samaritan services during their work hours for you will be deemed to be acting within the scope of their employment byyouor performing du- ties related to the conduct of your business. 11 .Broadened Notice Of Occurrence Paragraph a.of Condition 2. Duties In The Event Of Occurrence,Offense, Claim Or Suit under Section IV -Com- mercial General LiabilityConditions is replaced by the following: a.You must see to it that we are notified as soon as practicable of an "occur- rence"or an offense which may result in a claim.To the extent possible,no- tice should include: (1)How,when and where the "oc- currence"or offense took place; (2)The names and addresses of any injured persons and wit- nesses;and (3)The nature and location of any injury or damage arising out of the "occurrence"or offense. This requirement applies only when the "occurrence"or offense is known to any insured listed under Paragraph 1.of Section II -Who Is An Insured or any "employee"authorizedby you to give or receive noticeofan "occur- rence"or offense. 12 .Nonowned Aircraft Thefollowing is added to Exclusion 2.g. Aircraft,Auto Or Watercraft under Sec- tion I -Coverage A -Bodily InjuryAnd Property Damage Liability: This exclusion does not apply to an air- craft you do not own, provided that: a.The pilot in command holds a current effective certificate,issued by a duly constituted authority of the United States of America or Canada,desig- natingthat person as a commercial or airline transport pilot; b.The aircraft is rented withatrained, paidcrew; and c.The aircraft does nottransport per- sons or cargo for a charge. 13 .Bodily Injury Redefined Section V -Definitions,3."Bodily injury" is replaced by the following: 3."Bodily injury"means bodily harm or injury,sickness,disease,disability, humiliation,shock,fright,mental an- guish or mental injury,including care, loss of services or death resulting from any of these at any time. 14 .Expected Or Intended Injury Redefined The last sentence of Exclusion 2.a.Ex- pected Or Intended Injury under Sec- tion I -CoverageA-Bodily InjuryAnd Property Damage Liability is replaced by the following: This exclusion does not apply to "bodily injury"or "property damage"resulting from the use of reasonable force to protect per- sons or property. 15 .Former Employees As Insureds The following is added to Paragraph 2. under Section II -Who IsAnInsured: 2.Eachofthefollowing is also an in- sured: Any of your former "employees",di- rectors,managers,members,part- ners or "executiveofficers",including but not limited to retired,disabled or those on leave of absence,but only for acts within the scope of their em- ployment by you or for duties related to the conduct of your business. Page 103 of 257 Includes copyrighted material of ISO AA 288 06 20 Properties, Inc., with its permission.Page 1 of 4 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus® BUSINESS AUTO XC+® (EXPANDED COVERAGE PLUS) ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. A.Blanket Waiver of Subrogation SECTION IV -BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of Rights of Recovery Against Others to Us is amended by the addition of the following: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury"or "property damage"arising out of the operation of a covered "auto"when you have assumed liability for such "bodily injury"or "property damage"under an "insured contract", provid- ed the "bodily injury"or "property damage"oc- curs subsequent to the execution or the "in- sured contract". B.Noncontributory Insurance SECTION IV -BUSINESS AUTO CONDI- TIONS, B. General Conditions, 5. Other In- surance c.is deleted in its entirety and re- placed by the following: c.Regardless of the provisions of Par- agraph a.above,this Coverage Form's Liability Coverage is primary and we will not seek contribution from any other insurance for any lia- bility assumed under an "insured contract"that requires liability to be assumed on a primary noncontributo- ry basis. C.Additional Insured by Contract SECTION II -LIABILITY COVERAGE,A. Coverage, 1. Who is an Insured is amended to include as an insured any person or organi- zation for whom you have agreed in a valid written contract to provide insurance as af- forded by this policy. This provision is limited to the scope of the valid written contract. This provision does not apply unless the valid written contract has been: 1.Executed prior to the accident causing "bodily injury"or "property damage"; and 2.Is still in force at the time of the "accident" causing "bodily injury"or "property dam- age". D.Employee Hired Auto 1.Changes in Liability Coverage The following is added to the SECTION II -LIABILITY COVERAGE, A. Coverage, 1. Who is an Insured: 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 SECTION IV -BUSINESS AUTO CON- DITIONS, B. General Conditions, 5. Other Insurance is deleted in its entirety and replaced by 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 "em- ployee's"name, with your per- mission,while performing duties related to the conduct of your business. Page 104 of 257 Includes copyrighted material of ISO AA 288 06 20 Properties, Inc., with its permission.Page 2 of 4 However, any "auto"that is leased, hired,rented or borrowed with a driver is not a covered "auto". E.Audio, Visual and Data Electronic Equip- ment SECTION III -PHYSICAL DAMAGE COV- ERAGE, C. Limit of Insurance is amended by adding the following: 4.The most we will pay for all "loss"to au- dio, visual or data electronic equipment and any accessories used with this equipment as a result of any one "acci- dent"is the lesser of: a.The actual cash value of the dam- aged or stolen property as of the time of the "accident"; b.The cost of repairing or replacing the damaged or stolen property with oth- er property of like kind and quality; or c.$2,500. Provided the equipment, at the time of the "loss"is: a.Permanently installed in or upon the covered "auto"in a housing, opening or other location that is not normally used by the "auto"manufacturer for the installation of such equipment; b.Removable from a permanently in- stalled housing unit as described in Paragraph 2.a.above; or c.An integral part of such equipment. F.Who is an Insured -Amended SECTION II -LIABILITY COVERAGE,A. Coverage, 1. Who is an Insured is amended by adding the following: The following are "insureds": 1.Any subsidiary which is a legally incorpo- rated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this cover- age form. However, the insurance afforded by this provision does not apply to any subsidiary that is an "insured"under any other au- tomobile liability policy or would be an "in- sured"under such policy but for termina- tion of such policy or the exhaustion of such policy's limits of insurance. 2.Any organization that is newly acquired or formed by you and over which you main- tain majority ownership.The insurance provided by this provision: a.Is effective on the date of acquisition or formation, and is afforded for 180 days after such date; b.Does not apply to "bodily injury"or "property damage"resulting from an "accident"that occurred before you acquired or formed the organization; c.Does not apply to any newly acquired or formed organization that is a joint venture or partnership; and d.Does not apply to an insured under any other automobile liability policy or would be an insured under such a policy but for the termination of such policy or the exhaustion of such poli- cy's limits of insurance. 3.Any of your "employees"while using a covered "auto"in your business or your personal affairs, provided you do not own, hire or borrow that "auto". G.Liability Coverage Extensions -Supple- mentary Payments -Higher Limits SECTION II -LIABILITY COVERAGE,A. Coverage, 2. Coverage Extensions,a. Sup- plementary Payments is amended by: 1.Replacing the $2,000 Limit of Insurance for bail bonds with $4,000 in (2); and 2.Replacing the $250 Limit of Insurance for reasonable expenses with $500 in (4). H.Amended Fellow Employee Exclusion SECTION II -LIABILITY COVERAGE,B. Ex- clusions,5. Fellow Employee is modified as follows: Exclusion 5. Fellow Employee is deleted. I.Hired Auto -Physical Damage If hired "autos"are covered "autos"for Liability Coverage, then Comprehensive and Collision Physical Damage Coverages as provided un- der SECTION III -PHYSICAL DAMAGE COVERAGE of this Coverage Part are ex- tended to "autos"you hire, subject to the fol- lowing: 1.The most we will pay for "loss"to any hired "auto"is $50,000 or the actual cash value or cost to repair or replace, which- ever is the least, minus a deductible. 2.The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage, or $1,000, whichever is less. 3.Hired Auto -Physical Damage coverage is excess over any other collectible insur- ance. Page 105 of 257 Includes copyrighted material of ISO AA 288 06 20 Properties, Inc., with its permission.Page 3 of 4 4.Subject to the above limit, deductible, and excess provisions we will provide cover- age equal to the broadest coverage appli- cable to any covered "auto"you own in- sured under this policy. Coverage includes loss of use of that hired au- to, provided it results from an "accident"for which you are legally liable and as a result of which a monetary loss is sustained by the leasing or rental concern.The most we will pay for any one "accident"is $3,000. If a limit for Hired Auto -Physical Damage is shown in the Schedule, then that limit replac- es, and is not added to, the $50,000 limit indi- cated above and the deductibles shown in the Schedule are applicable. J.Rental Reimbursement SECTION III -PHYSICAL DAMAGE COV- ERAGE is amended by adding the following: 1.We will pay for rental reimbursement ex- penses incurred by you for the rental of an "auto"because of a "loss"to a covered "auto". Payment applies in addition to the otherwise applicable amount of each cov- erage you have on a covered "auto". No deductible applies to this coverage. 2.We will pay only for those expenses in- curred during the policy period beginning 24 hours after the "loss"and ending, re- gardless of the policy's expiration, with the lesser of the following number of days: a.The number of days reasonably re- quired to repair the covered "auto". If "loss"is caused by theft,this number of days is added to the number of days it takes to locate the covered "auto"and return it to you; or b.30 days. 3.Our payment is limited to the lesser of the following amounts: a.Necessary and actual expenses in- curred; or b.$50 per day. 4.This coverage does not apply while there are spare or reserve "autos"available to you for your operations. 5.We will pay under this coverage only that amount of your rental reimbursement ex- penses which is not already provided for under SECTION III -PHYSICAL DAM- AGE COVERAGE,A. Coverage, 4. Coverage Extensions. K.Transportation Expense -Higher Limits SECTION III -PHYSICAL DAMAGE COV- ERAGE, A.Coverage,4.Coverage Exten- sions is amended by replacing $20 per day with $50 per day, and $600 maximum with $1,500 maximum in Extension a. Transpor- tation Expenses. L.Airbag Coverage SECTION III -PHYSICAL DAMAGE COV- ERAGE, B. Exclusions, 3.a.is amended by adding the following: However, the mechanical and electrical breakdown portion of this exclusion does not apply to the accidental discharge of an airbag. This coverage for airbags is excess over any other collectible insurance or warranty. M.Loan or Lease Gap Coverage 1.SECTION III -PHYSICAL DAMAGE COVERAGE, C.Limit of Insurance is deleted in its entirety and replaced by the following, but only for private passenger type "autos"with an original loan or lease, and only in the event of a "total loss"to such a private passenger type "auto": a.The most we will pay for "loss"in any one "accident"is the greater of: (1)The amount due under the terms of the lease or loan to which your covered private passenger type "auto"is subject, but will not include: (a)Overdue lease or loan pay- ments; (b)Financial penalties imposed under the lease due to high mileage,excessive use or abnormal wear and tear; (c)Security deposits not re- funded by the lessor; (d)Costs for extended warran- ties, Credit Life Insurance, Health, Accident or Disabil- ity Insurance purchased with the loan or lease; and (e)Carry-over balances from previous loans or leases, or (2)Actual cash value of the stolen or damaged property. b.An adjustment for depreciation and physical condition will be made in de- termining actual cash value at the time of "loss". Page 106 of 257 Includes copyrighted material of ISO AA 288 06 20 Properties, Inc., with its permission.Page 4 of 4 2.SECTION V -DEFINITIONS is amended by adding the following, but only for the purposes of this Loan or Lease Gap Coverage: "Total loss"means a "loss"in which the cost of repairs plus the salvage value ex- ceeds the actual cash value. N.Glass Repair -Waiver of Deductible SECTION III -PHYSICAL DAMAGE COV- ERAGE, D. Deductible is amended by adding the following: No deductible applies to glass damage if the glass is repaired in a manner acceptable to us rather than replaced. O.Duties in the Event of an Accident, Claim, Suit or Loss -Amended SECTION IV -BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 2. Duties in the Event of Accident, Claim, Suit or Loss, a.is amended by adding the following: This condition applies only when the "acci- dent"or "loss"is known to: 1.You, if you are an individual; 2.A partner, if you are a partnership; 3.An executive officer or insurance manag- er, if you are a corporation; or 4.A member or manager,if you are a lim- ited liability company. P.Unintentional Failure to Disclose Hazards SECTION IV -BUSINESS AUTO CONDI- TIONS, B.General Conditions, 2. Conceal- ment, Misrepresentation or Fraud is amended by adding the following: However, if you unintentionally fail to disclose any hazards existing on the effective date of this Coverage Form,we will not deny cover- age under this Coverage Form because of such failure. Q.Mental Anguish Resulting from Bodily Inju- ry SECTION V -DEFINITIONS, C. "Bodily inju- ry"is deleted in its entirety and replaced by the following: "Bodily injury"means bodily injury, sickness or disease sustained by a person, including men- tal anguish and death sustained by the same person that results from such bodily injury, sickness or disease. "Bodily injury"does not include mental anguish or death that does not result from bodily injury, sickness or disease. R.Coverage for Certain Operations in Con- nection with Railroads With respect to the use of a covered "auto"in operations for or affecting a railroad: 1.SECTION V -DEFINITIONS, H. "Insured contract", 1.c.is deleted in its entirety and replaced by the following: c.An easement or license agreement; 2.SECTION V -DEFINITIONS, H. "Insured contract",2.a.is deleted. Page 107 of 257 Pasco City Council July 28, 2025 Workshop Pa g e 1 0 8 o f 2 5 7 Resolution - Professional Services Agreement with HLA Engineering and Surveying, Inc for the Ainsworth Avenue Pavement Preservation Project July 28, 2025 Pasco City Council Pa g e 1 0 9 o f 2 5 7 Ainsworth Avenue Pavement Preservation Project Scope •Overlay, curb ramp upgrades, storm drain improvements. •Federally funded by 2023 National Highway Performance Program (NHPP). Current Progress •City entered into a Professional Service Agreement (PSA) with HLA Engineering and Land Surveying, Inc (HLA) on December 23, 2024 for design services. •60% Plans and Estimate developed. Starting Right-of-way (ROW) phase. Pa g e 1 1 0 o f 2 5 7 Ainsworth Avenue Pavement Preservation Staff recommends approval of change in fee for right of way support services by HLA Engineering & Surveying LLC. Increasing the PSA fee amount by $90,000.00. Revenue $2,052,000.00NHPP (federal) $30,000.00Fund 130 [Overlay] (local) $2,082,000.00TOTAL Planned Expenditures $430,000.00Preliminary Engineering (PE) $250,000.00Right-of-Way (ROW) $1,402,000.00Construction (CN) $2,082,000.00TOTAL PSA with HLA $288,600.00Original PSA $90,000.00PSA Supplement 1 $378,600.00TOTAL Pa g e 1 1 1 o f 2 5 7 Questions? Pa g e 1 1 2 o f 2 5 7 AGENDA REPORT FOR: City Council July 23, 2025 TO: Dave Zabell, Interim City Manager City Council Workshop Meeting: 7/28/25 FROM: Maria Serra, Public Works Director Public Works SUBJECT: Resolution - Professional Services Agreement with MacKay Sposito for the Lewis Street Pavement Preservation Project I. ATTACHMENT(S): Draft Resolution Exhibit A - Professional Services Agreement (PSA) Presentation II. ACTION REQUESTED OF COUNCIL / STAFF RECOMMENDATIONS: Discussion III. FISCAL IMPACT: Proposed Professional Services Agreement (PSA): $649,447.75 Secured Funding Source Amount National Highway Performance Program (federal) $4,714,000.00 Fund 130 - Overlay (local) $532,000.00 TOTAL $5,246,000.00 IV. HISTORY AND FACTS BRIEF: The City secured National Highway Performance Program (NHPP) federal funding from the 2023 National Highway System (NHS) Asset Management Program to mill and overlay 2.94-miles of Lewis Street between Road 28 and E US 12, excluding the section between 5th Avenue and Oregon Avenue. Segments excluded from the scope of work are subject to improvements underway by a separate Project. Lewis Street is a designated ped/bike route and an east-west principal arterial that crosses the eastern half of the City of Pasco. The corridor currently hosts a Page 113 of 257 combination of residential and commercial land uses. All existing pedestrian facilities located throughout the project limits will be reviewed for compliance with the American with Disabilities Act (ADA); those elements out of ADA compliance will be upgraded. These improvements will provide ADA compliant ped/bike facilities to safely access neighborhood events and resources, educational institutions, and public transportation. The easternmost section of the corridor is a vital corridor for freight traffic accessing US 12 east and westbound, from/to Pasco’s industrial areas and Port of Pasco. Improvements to the pavement condition will increase safety for maneuvering larger vehicles. Work includes localized asphalt repairs, taper mill at curbed edges, 2" HMA overlay, and striping. ADA upgrades will also be included as needed. Although the construction early requirement, match initial a included grant local obligation qualified this project for 100% NHS funding. The Scope of work associated with the Professional Services Agreement provides services including topographic surveying, geotechnical engineering, preparation (PS&E), right-of-way estimate specifications, plans, of and all acquisition and certification services, preparation and processing of necessary environmental documents to achieve NEPA compliance, bidding support, and record drawing preparation. V. DISCUSSION: The City solicited Statement of Qualifications (SOQs) from qualified consultants registered in the State of Washington to perform civil engineering services on September 25, 2025. The City scored the four (4) proposals received, interviewed the top three consultants, ultimately selecting MacKay Sposito. Pursuant to RCW 39.80.050(1), the City has negotiated a fair and reasonable agreement with MacKay Sposito that reflects the estimated values, scope complexity, and professional nature of the services. Staff recommends approval of the Professional Services Agreement (PSA) with MacKay Sposito for engineering services for the Lewis Street Pavement Preservation Project in the amount of $649,447.75. Page 114 of 257 Resolution – Lewis Street Pavement Preservation PSA - 1 RESOLUTION NO. _________ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, AUTHORIZING THE CITY MANAGER TO EXECUTE A LOCAL AGENCY A&E PROFESSIONAL SERVICES, COST PLUS FIXED FEE CONSULTANT, AGREEMENT WITH MACKAY SPOSITO FOR THE LEWIS STREET PAVEMENT PRESERVATION PROJECT. WHEREAS, the City of Pasco (City) requires professional services including topographic surveying, geotechnical, design, environmental compliance, right-of-way acquisition and certification, and bidding support for the Lewis Street Pavement Preservation Project to mill and overlay 2.94 miles of Lewis Street between Road 28 to E US 12, excluding the section between 5th Avenue and Oregon Avenue. Work includes localized asphalt repairs, taper mill at curved edges, 2” HMA overlay, and striping. ADA upgrades will also be included as needed; and WHEREAS, the City solicited Statement of Qualifications (SOQs) from qualified consultants registered in the State of Washington to perform civil engineering services for the Lewis Street Preservation Project (Fed Aid No. NHPP-3530(007)) funded through the 2023 National Highway (NHS) Asset Management Program as required by RCW 39.80.030 on September 25, 2024; and WHEREAS, the City reviewed and scored the four (4) proposals received, interviewed the top three (3) consultants, and determined HLA Engineering & Land Surveying, Inc. (HLA) to be the most highly qualified consultant pursuant to RCW 39.80.040; and WHEREAS, the City chose HLA as the consultant for the project but after scope and fee negotiations, the City and HLA were unable to reach an agreement on contract terms, specifically regarding the fixed fee and profit percentages; and WHEREAS, the City negotiated with MacKay Sposito, the next highest-ranked consultant, in accordance with WSDOT LAG Chapter 31, subsection 31.7.74 (3b), issuing a letter of agreement negotiation on March 21, 2025; and WHEREAS, pursuant to RCW 39.80.050(1), the City has negotiated a fair and reasonable agreement with MacKay Sposito that reflects the estimated values, scope, complexity, and professional nature of the services; and WHEREAS, the City finds MacKay Sposito is a qualified firm to perform the necessary professional for the Lewis Street Pavement Preservation Project, and the negotiated contract not to exceed $649,447.75, is fair and reasonable; and WHEREAS, the City Council of the City of Pasco, Washington, has after due consideration, determined that it is in the best interest of the City of Pasco to enter into a Professional Services Agreement (PSA) with MacKay Sposito. Page 115 of 257 Resolution – Lewis Street Pavement Preservation PSA - 2 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the City Council of the City of Pasco approves the terms and conditions of the Professional Services Agreement between the City of Pasco and MacKay Sposito as attached hereto and incorporated herein as Exhibit A. Be It Further Resolved, that the Interim City Manager of the City of Pasco, Washington, is hereby authorized, empowered, and directed to execute said Local Agency A&E Professional Services, Cost Services Cost Plus Fixed Fee Consultant, Agreement on behalf of the City of Pasco. Be It Further Resolved, that this Resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington, on this 4 day of August, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 116 of 257 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Agreement Number: Firm/Organization Legal Name (do not use dba’s): Address Federal Aid Number UBI Number Federal TIN or SSN Number Execution Date Completion Date 1099 Form Required Yes No Federal Participation Yes No Project Title Description of Work Yes No DBE Participation Yes No MBE Participation Yes No WBE Participation Yes No SBE Participation Total Amount Authorized: Management Reserve Fund: Maximum Amount Payable: Index of Exhibits Exhibit A Exhibit B Exhibit C Exhibit D Exhibit E Exhibit F Exhibit G Exhibit H Exhibit I Exhibit J Scope of Work DBE Participation Preparation and Delivery of Electronic Engineering and Other Data Prime Consultant Cost Computations Sub-consultant Cost Computations Title VI Assurances Certification Documents Liability Insurance Increase Alleged Consultant Design Error Procedures Consultant Claim Procedures Agreement Number: Page 1 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 MacKay Sposito, LLC 18405 SE Mill Plain Blvd Suite 100 NHPP-3530(007) 12/31/2027 Mill and overlay entire existing pavement area. Work includes cutting and patching failed areas (Alligator cracking and spalling), taper mill at curved edges and then overlay with HMA. This allows for unchanged elevations at existing curbs and additional structural section for the majority of the roadway. ADA upgrades will also be included as needed. STIP: WA-15719 Limits: Road 28 to E US 12 Ramp Project No. 3530(007) Vancouver, WA 98683 600130437 91-0915984 X X X X 0 $649,447.75 $649,447.75 Lewis Street Pavement Preservation 24 596 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 117 of 257 THIS AGREEMENT, made and entered into as shown in the “Execution Date” box on page one (1) of this AGREEMENT, between the , hereinafter called the “AGENCY,” and the “Firm / Organization Name” referenced on page one (1) of this AGREEMENT, hereinafter called the “CONSULTANT.” WHEREAS, the AGENCY desires to accomplish the work referenced in “Description of Work” on page one (1) of this AGREEMENT and hereafter called the “SERVICES;” and does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary SERVICES; and WHEREAS, the CONSULTANT represents that they comply with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish consulting services to the AGENCY. NOW, THEREFORE, in consideration of the terms, conditions, covenants, and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: I.General Description of Work The work under this AGREEMENT shall consist of the above-described SERVICES as herein defined, and necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor, and related equipment and, if applicable, sub-consultants and subcontractors necessary to conduct and complete the SERVICES as designated elsewhere in this AGREEMENT. II.General Scope of Work The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit “A” attached hereto and by this reference made a part of this AGREEMENT. The General Scope of Work was developed utilizing performance based contracting methodologies. III.General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress, and presentation meetings with the AGENCY and/or such State, Federal, Community, City, or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days’ notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit “A.” The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the SERVICES in sufficient detail so that the progress of the SERVICES can easily be evaluated. The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. Agreement Number: Page 2 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 City of Pasco 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 118 of 257 Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required, per 49 CFR Part 26, shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the commencement of this AGREEMENT, the amounts authorized to each firm and their certification number will be shown on Exhibit “B” attached hereto and by this reference made part of this AGREEMENT. If the Prime CONSULTANT is a DBE certified firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY’s “DBE Program Participation Plan” and perform a minimum of 30% of the total amount of this AGREEMENT. It is recommended, but not required, that non-DBE Prime CONSULTANTS perform a minimum of 30% of the total amount of this AGREEMENT. In the absents of a mandatory DBE goal, a voluntary SBE goal amount of ten percent of the Consultant Agreement is established. The Consultant shall develop a SBE Participation Plan prior to commencing work. Although the goal is voluntary, the outreach efforts to provide SBE maximum practicable opportunities are not. The CONSULTANT, on a monthly basis, shall enter the amounts paid to all firms (including Prime) involved with this AGREEMENT into the wsdot.diversitycompliance.com program. Payment information shall identify any DBE Participation. All Reports, PS&E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit “C – Preparation and Delivery of Electronic Engineering and other Data.” All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for these SERVICES, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a part of this SERVICE, shall be without liability or legal exposure to the CONSULTANT. Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other party by (i) certified mail, return receipt requested, or (ii) by email or facsimile, to the address set forth below: If to AGENCY: If to CONSULTANT: Name: Name: Agency: Agency: Address: Address: City: State: Zip: City: State: Zip: Email: Email: Phone: Phone: Facsimile: Facsimile: IV.Time for Beginning and Completion The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized in writing by the AGENCY. All work under this AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT titled “Completion Date.” The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD, governmental actions, or other conditions beyond the control of the CONSULTANT. A prior supplemental AGREEMENT issued by the AGENCY is required to extend the established completion time. Agreement Number: Page 3 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 City of Pasco Maryanne Zukowski, PE MacKay Sposito, LLC 425.765.7459 Mzukowski@mackaysposito.com 33810 Weyerhaeuser Way S #130 Federal Way WA 98001 Dustin C. Wittman 525 N 3rd Avenue Pasco WA 99301 wittmand@pasco-wa.gov 509.545.3447 N/A N/A 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 119 of 257 V.Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete SERVICES, specified in Section II, “Scope of Work”. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). The estimate in support of the Cost Plus Fixed Fee amount is attached hereto as Exhibits “D” and “E” and by this reference made part of this AGREEMENT. A.Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis of the CONSULTANT’S actual cost plus a fixed fee. The actual cost shall include direct salary cost, indirect cost rate, and direct non-salary costs. 1.Direct (RAW) Labor Costs: The Direct (RAW) Labor Cost is the direct salary paid to principals, professional, technical, and clerical personnel for the time they are productively engaged in work necessary to fulfill the terms of this AGREEMENT. The CONSULTANT shall maintain support data to verify the direct salary costs billed to the AGENCY. 2.Indirect Cost Rate (ICR) Costs: ICR Costs are those costs, other than direct costs, which are included as such on the books of the CONSULTANT in the normal everyday keeping of its books. Progress payments shall be made at the ICR rates shown in attached Exhibits “D” and “E” of this AGREEMENT. Total ICR payment shall be based on Actual Costs. The AGENCY agrees to reimburse the CONSULTANT the actual ICR costs verified by audit, up to the Maximum Total Amount Payable, authorized under this AGREEMENT, when accumulated with all other Actual Costs. A summary of the CONSULTANT’S cost estimate and the ICR percentage is shown in Exhibits “D” and “E”, attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT (prime and all A&E sub-consultants) will submit to the AGENCY within six (6) months after the end of each firm’s fiscal year, an ICR schedule in the format required by the AGENCY (cost category, dollar expenditures, etc.) for the purpose of adjusting the ICR rate for billings received and paid during the fiscal year represented by the ICR schedule. It shall also be used for the computation of progress payments during the following year and for retroactively adjusting the previous year’s ICR cost to reflect the actual rate. The ICR schedule will be sent to Email: ConsultantRates@wsdot.wa.gov. Failure to supply this information by either the prime CONSULTANT or any of their A&E sub-consultants shall cause the AGENCY to withhold payment of the billed ICR costs until such time as the required information is received and an overhead rate for billing purposes is approved. The AGENCY’s Project Manager and/or the Federal Government may perform an audit of the CONSULTANT’S books and records at any time during regular business hours to determine the actual ICR rate, if they so desire. 3.Direct Non-Salary Costs: Direct Non-Salary Costs will be reimbursed at the Actual Cost to the CONSULTANT. (excluding Meals, which are reimbursed at the per diem rates identified in this section) These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and fees of sub-consultants. Air or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with WSDOT’s Accounting Manual M 13-82, Chapter 10 – Travel Rules and Procedures, and revisions thereto. Air, train, and rental car costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFR) Part 31.205-46 “Travel Costs.” The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. All above charges must be necessary for the services provided under this AGREEMENT.Agreement Number: Page 4 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 120 of 257 4.Fixed Fee: The Fixed Fee, which represents the CONSULTANT’S profit, is shown in attached Exhibits “D” and “E” of this AGREEMENT. This fee is based on the Scope of Work defined in this AGREEMENT and the estimated person-hours required to perform the stated Scope of Work. In the event the CONSULTANT enters into a supplemental AGREEMENT for additional work, the supplemental AGREEMENT may include provisions for the added costs and an appropriate additional fee. The Fixed Fee will be prorated and paid monthly in proportion to the percentage of work completed by the CONSULTANT and reported in the Monthly Progress Reports accompanying the billings. Any portion of the Fixed Fee earned but not previously paid in the progress payments will be covered in the final payment, subject to the provisions of Section IX entitled “Termination of Agreement.” 5.Management Reserve Fund (MRF): The AGENCY may desire to establish MRF to provide the Agreement Administrator with the flexibility to authorize additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing and shall not exceed the lesser of $100,000 or 10% of the Total Amount Authorized as shown in the heading of this AGREEMENT. The amount included for the MRF is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the MRF shall be made in accordance with Section XIII, “Extra Work.” 6.Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the MRF. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIII, “Extra Work.” No minimum amount payable is guaranteed under this AGREEMENT. B. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement of Actual Costs plus the ICR and calculated fee on a monthly basis during the progress of the work. Such billings shall be in a format approved by the AGENCY and accompanied by the monthly progress reports required under Section III, “General Requirements” of this AGREEMENT. The billings will be supported by an itemized listing for each item including Direct (RAW) Labor, Direct Non-Salary, and allowable ICR Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed Direct (RAW) Labor costs for CONSULTANT employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, Direct (RAW) Labor rates, and present duties of those employees performing work on the PROJECT at the time of the interview. C.Final Payment: Final Payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after the completion of the work under this AGREEMENT, contingent, if applicable, upon receipt of all PS&E, plans, maps, notes, reports, electronic data and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such Final Payment by the CONSULTANT shall constitute a release of all claims for payment, which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit; all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) calendar days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20) working days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. Agreement Number: Page 5 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 121 of 257 D.Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection by representatives of the AGENCY and the United States, for a period of six (6) years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this AGREEMENT is initiated before the expiration of the six (6) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. An interim or post audit may be performed on this AGREEMENT. The audit, if any, will be performed by the State Auditor, WSDOT’s Internal Audit Office and/or at the request of the AGENCY’s Project Manager. VI.Sub-Contracting The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit “A” attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without prior written permission of the AGENCY. No permission for subcontracting shall create, between the AGENCY and sub-consultant, any contract or any other relationship. Compensation for this sub-consultant SERVICES shall be based on the cost factors shown on Exhibit “E” attached hereto and by this reference made part of this AGREEMENT. The SERVICES of the sub-consultant shall not exceed its maximum amount payable identified in each sub- consultant cost estimate unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, indirect cost rate, direct non-salary costs and fixed fee costs for the sub-consultant shall be negotiated and substantiated in accordance with section V “Payment Provisions” herein and shall be memorialized in a final written acknowledgement between the parties. All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require each sub-consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the STATE’s Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT, sub-recipient, or sub-consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT, which may result in the termination of this AGREEMENT or such other remedy as the recipient deems appropriate. VII.Employment and Organizational Conflict of Interest The CONSULTANT warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion, to deduct from this AGREEMENT price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen’s Agreement Number: Page 6 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 122 of 257 Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a third party as a consequence of any act or omission on the part of the CONSULTANT’s employees or other persons while so engaged on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during the period of this AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly retired employees, without written consent of the public employer of such person if he/she will be working on this AGREEMENT for the CONSULTANT. VIII.Nondiscrimination During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, sub-consultants, subcontractors and successors in interest, agrees to comply with the following laws and regulations: Title VI of the Civil Rights Act of 1964 • Civil Rights Restoration Act of 1987 (42 U.S.C. Chapter 21 Subchapter V § 2000d (Public Law 100-259) through 2000d-4a) • American with Disabilities Act of 1990 •Federal-aid Highway Act of 1973 (42 U.S.C. Chapter 126 § 12101 et. seq.) (23 U.S.C. Chapter 3 § 324)• 23 CFR Part 200 •Rehabilitation Act of 1973 49 CFR Part 21(29 U.S.C. Chapter 16 Subchapter V § 794) 49 CFR Part 26•Age Discrimination Act of 1975 •RCW 49.60.180(42 U.S.C. Chapter 76 § 6101 et. seq.) In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit “F” attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit “F” in every sub-contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. IX.Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time with or without cause upon ten (10)days written notice to the CONSULTANT. In the event this AGREEMENT is terminated by the AGENCY, other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT for actual hours charged and any appropriate fixed fee percentage at the time of termination of this AGREEMENT, plus any direct non-salary costs incurred up to the time of termination of this AGREEMENT. No payment shall be made for any SERVICES completed after ten (10) days following receipt by the CONSULTANT of the notice to terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth in paragraph two (2) of this section, then no final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. In the event of a termination for default, the amount to be paid to the CONSULTANT shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to Agreement Number: Page 7 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 123 of 257 date of termination, whether that SERVICE is in a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the SERVICES required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES performed at the time of termination. Under no circumstances shall payment made under this subsection exceed the amount, which would have been made using the formula set forth in paragraph two (2) of this section. If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT’s failure to perform is without the CONSULTANT’s or its employee’s fault or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs and appropriate fixed fee percentage in accordance with the termination for other than default clauses listed previously. The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any member, partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT’s supervisory and/or other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee. The CONSULTANT shall also notify the AGENCY, in writing, in the event of the sale or transfer of 50% or more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s) of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as set forth in the second and third paragraphs of this section. Payment for any part of the SERVICES by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform SERVICES required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT. X.Changes of Work The CONSULTANT shall make such changes and revisions in the completed work of this AGREEMENT as necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed SERVICES or parts thereof changed or revised, the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be considered as Extra Work and will be paid for as herein provided under section XIII “Extra Work.” XI.Disputes Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing within 10 days to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT; provided however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer’s decision, that decision shall be subject to judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit “J”. In the event that either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this AGREEMENT, this action shall be initiated in the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties have the right of appeal from such decisions of the Superior Court in accordance with the laws of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. Agreement Number: Page 8 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 124 of 257 XII.Legal Relations The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall defend, indemnify, and hold The State of Washington (STATE) and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the negligence of, or the breach of any obligation under this AGREEMENT by, the CONSULTANT or the CONSULTANT’s agents, employees, sub consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable; provided that nothing herein shall require a CONSULTANT to defend or indemnify the STATE and the AGENCY and their officers and employees against and hold harmless the STATE and the AGENCY and their officers and employees from claims, demands or suits based solely upon the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their agents, officers, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the STATE and/or the AGENCY may be legally liable; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT or the CONSULTANT’s agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally liable, and (b) the STATE and/or AGENCY, their agents, officers, employees, sub-consultants, subcontractors and or vendors, of any tier, or any other persons for whom the STATE and or AGENCY may be legally liable, the defense and indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT’s negligence or the negligence of the CONSULTANT’s agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any AGREEMENT between CONSULTANT and any sub-consultant, subcontractor and vendor, of any tier. The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT’s agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable, in performance of the Work under this AGREEMENT or arising out of any use in connection with the AGREEMENT of methods, processes, designs, information or other items furnished or communicated to STATE and/or the AGENCY, their agents, officers and employees pursuant to the AGREEMENT; provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions resulting from STATE and/or AGENCY’s, their agents’, officers’ and employees’ failure to comply with specific written instructions regarding use provided to STATE and/or AGENCY, their agents, officers and employees by the CONSULTANT, its agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. The CONSULTANT’s relation to the AGENCY shall be at all times as an independent contractor. Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole discretion, by written notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW; or any similar statute involving the CONSULTANT in the procurement of, or performance under, this AGREEMENT. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT’s own employees or its agents against the STATE and /or the AGENCY and, solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. This waiver has been mutually negotiated between the Parties. Agreement Number: Page 9 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 125 of 257 Unless otherwise specified in this AGREEMENT, the AGENCY shall be responsible for administration of construction contracts, if any, on the project. Subject to the processing of a new sole source, or an acceptable supplemental AGREEMENT, the CONSULTANT shall provide On-Call assistance to the AGENCY during contract administration. By providing such assistance, the CONSULTANT shall assume no responsibility for: proper construction techniques, job site safety, or any construction contractor’s failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of this AGREEMENT, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A.Worker’s compensation and employer’s liability insurance as required by the STATE. B.Commercial general liability insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum limits of one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) in the aggregate for each policy period. C.Business auto liability insurance written under ISO Form CG 00 01 10 01 or equivalent providing coverage for any “Auto” (Symbol 1) used in an amount not less than a one million dollar ($1,000,000.00) combined single limit for each occurrence. Excepting the Worker’s Compensation Insurance and any Professional Liability Insurance, the STATE and AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub- consultant and/or subcontractor as an additional insured (the “AIs”), with no restrictions or limitations concerning products and completed operations coverage. This coverage shall be primary coverage and non-contributory and any coverage maintained by the AIs shall be excess over, and shall not contribute with, the additional insured coverage required hereunder. The CONSULTANT’s and the sub-consultant’s and/or subcontractor’s insurer shall waive any and all rights of subrogation against the AIs. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the execution of this AGREEMENT to: Name: Agency: Address: City: State: Zip: Email: Phone: Facsimile: No cancellation of the foregoing policies shall be effective without thirty (30) days prior notice to the AGENCY. The CONSULTANT’s professional liability to the AGENCY, including that which may arise in reference to section IX “Termination of Agreement” of this AGREEMENT, shall be limited to the accumulative amount of the authorized AGREEMENT amount or one million dollars ($1,000,000.00), whichever is greater, unless the limit of liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT’s professional liability to third parties be limited in any way. Agreement Number: Page 10 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Dustin C. Wittman City of Pasco 525 N 3rd Avenue Pasco WA 99301 wittmand@pasco-wa.gov 509.545.3447 N/A 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 126 of 257 The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party, and no third party beneficiary is intended or created by the execution of this AGREEMENT. The AGENCY will pay no progress payments under section V “Payment Provisions” until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIII.Extra Work A.The AGENCY may at any time, by written order, make changes within the general scope of this AGREEMENT in the SERVICES to be performed. B.If any such change causes an increase or decrease in the estimated cost of, or the time required for, performance of any part of the SERVICES under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of this AGREEMENT, the AGENCY shall make an equitable adjustment in the: (1) maximum amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms and shall modify this AGREEMENT accordingly. C.The CONSULTANT must submit any “request for equitable adjustment,” hereafter referred to as “CLAIM,” under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of this AGREEMENT. D.Failure to agree to any adjustment shall be a dispute under the section XI “Disputes” clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E.Notwithstanding the terms and conditions of paragraphs (A.) and (B.) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XIV.Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XV.Federal Review The Federal Highway Administration shall have the right to participate in the review or examination of the SERVICES in progress. XVI.Certification of the Consultant and the Agency Attached hereto as Exhibit “G-1(a and b)” are the Certifications of the CONSULTANT and the AGENCY, Exhibit “G-2” Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit “G-3” Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit “G-4” Certificate of Current Cost or Pricing Data. Exhibit “G-3” is required only in AGREEMENT’s over one hundred thousand dollars ($100,000.00) and Exhibit “G-4” is required only in AGREEMENT’s over five hundred thousand dollars ($500,000.00.) These Exhibits must be executed by the CONSULTANT, and submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III “General Requirements” prior to its performance of any SERVICES under this AGREEMENT. Agreement Number: Page 11 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 127 of 257 XVII.Complete Agreement This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as a supplement to this AGREEMENT. XVIII.Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and AGREEMENT’s contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and conditions thereof. XIX.Protection of Confidential Information The CONSULTANT acknowledges that some of the material and information that may come into its possession or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt from disclosure to the public or other unauthorized persons under either chapter 42.56 RCW or other local, state or federal statutes (“State’s Confidential Information”). The “State’s Confidential Information” includes, but is not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers, financial profiles, credit card information, driver’s license numbers, medical data, law enforcement records (or any other information identifiable to an individual), STATE and AGENCY source code or object code, STATE and AGENCY security data, non-public Specifications, STATE and AGENCY non-publicly available data, proprietary software, State security data, or information which may jeopardize any part of the project that relates to any of these types of information. The CONSULTANT agrees to hold the State’s Confidential Information in strictest confidence and not to make use of the State’s Confidential Information for any purpose other than the performance of this AGREEMENT, to release it only to authorized employees, sub-consultants or subcontractors requiring such information for the purposes of carrying out this AGREEMENT, and not to release, divulge, publish, transfer, sell, disclose, or otherwise make it known to any other party without the AGENCY’s express written consent or as provided by law. The CONSULTANT agrees to release such information or material only to employees, sub-consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and managerial safeguards to prevent unauthorized access to the State’s Confidential Information. Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY’s option: (i) certify to the AGENCY that the CONSULTANT has destroyed all of the State’s Confidential Information; or (ii) returned all of the State’s Confidential Information to the AGENCY; or (iii) take whatever other steps the AGENCY requires of the CONSULTANT to protect the State’s Confidential Information. As required under Executive Order 00-03, the CONSULTANT shall maintain a log documenting the following: the State’s Confidential Information received in the performance of this AGREEMENT; the purpose(s) for which the State’s Confidential Information was received; who received, maintained and used the State’s Confidential Information; and the final disposition of the State’s Confidential Information. The CONSULTANT’s records shall be subject to inspection, review, or audit upon reasonable notice from the AGENCY. The AGENCY reserves the right to monitor, audit, or investigate the use of the State’s Confidential Information collected, used, or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing, or investigating may include, but is not limited to, salting databases. Agreement Number: Page 12 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 128 of 257 Violation of this section by the CONSULTANT or its sub-consultants or subcontractors may result in termination of this AGREEMENT and demand for return of all State’s Confidential Information, monetary damages, or penalties. It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which is proprietary and/or confidential during the term of this AGREEMENT. The parties agree to maintain the confidentiality of such information during the term of this AGREEMENT and afterwards. All materials containing such proprietary and/or confidential information shall be clearly identified and marked as “Confidential” and shall be returned to the disclosing party at the conclusion of the SERVICES under this AGREEMENT. The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential and/or proprietary in nature: (a) at the commencement of the term of this AGREEMENT; or (b) as soon as such confidential or proprietary material is developed. “Proprietary and/or confidential information” is not meant to include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is rightfully disclosed to one of the parties by a third party that is not acting as an agent or representative for the other party; (iii)is independently developed by or for the other party; (iv) is publicly known; or (v) is generally utilized by unaffiliated third parties engaged in the same business or businesses as the CONSULTANT. The parties also acknowledge that the AGENCY is subject to Washington State and federal public disclosure laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/ or confidential or otherwise exempt, unless such disclosure is required under applicable state or federal law. If a public disclosure request is made to view materials identified as “Proprietary and/or confidential information” or otherwise exempt information, the AGENCY will notify the CONSULTANT of the request and of the date that such records will be released to the requester unless the CONSULTANT obtains a court order from a court of competent jurisdiction enjoining that disclosure. If the CONSULTANT fails to obtain the court order enjoining disclosure, the AGENCY will release the requested information on the date specified. The CONSULTANT agrees to notify the sub-consultant of any AGENCY communication regarding disclosure that may include a sub-consultant’s proprietary and/or confidential information. The CONSULTANT notification to the sub-consultant will include the date that such records will be released by the AGENCY to the requester and state that unless the sub-consultant obtains a court order from a court of competent jurisdiction enjoining that disclosure the AGENCY will release the requested information. If the CONSULTANT and/or sub-consultant fail to obtain a court order or other judicial relief enjoining the AGENCY by the release date, the CONSULTANT shall waive and release and shall hold harmless and indemnify the AGENCY from all claims of actual or alleged damages, liabilities, or costs associated with the AGENCY’s said disclosure of sub-consultants’ information. XX.Records Maintenance During the progress of the Work and SERVICES provided hereunder and for a period of not less than six (6) years from the date of final payment to the CONSULTANT, the CONSULTANT shall keep, retain and maintain all “documents” pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all “documents” pertaining to the SERVICES provided hereunder shall be made available for review at the CONSULTANT’s place of business during normal working hours. If any litigation, claim or audit is commenced, the CONSULTANT shall cooperate with AGENCY and assist in the production of all such documents. “Documents” shall be retained until all litigation, claims or audit findings have been resolved even though such litigation, claim or audit continues past the six (6) year retention period. For purposes of this AGREEMENT, “documents” means every writing or record of every type and description, including electronically stored information (“ESI”), that is in the possession, control, or custody of the CONSULTANT, including, without limitation, any and all correspondences, contracts, AGREEMENT ‘s, appraisals, plans, designs, data, surveys, maps, spreadsheets, memoranda, stenographic or handwritten notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records, work sheets, charts, notes, drafts, scribblings, recordings, visual displays, photographs, minutes of meetings, Agreement Number: Page 13 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 129 of 257 tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or telephone conversations, and any and all other taped, recorded, written, printed or typed matters of any kind or description; every copy of the foregoing whether or not the original is in the possession, custody, or control of the CONSULTANT, and every copy of any of the foregoing, whether or not such copy is a copy identical to an original, or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original. For purposes of this AGREEMENT, “ESI” means any and all computer data or electronic recorded media of any kind, including “Native Files”, that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. ESI may include information and/or documentation stored in various software programs such as: Email, Outlook, Word, Excel, Access, Publisher, PowerPoint, Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the CONSULTANT may use in the performance of its operations. ESI may be located on network servers, backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks, work computers, cell phones, laptops or any other electronic device that CONSULTANT uses in the performance of its Work or SERVICES hereunder, including any personal devices used by the CONSULTANT or any sub-consultant at home. “Native files” are a subset of ESI and refer to the electronic format of the application in which such ESI is normally created, viewed, and /or modified. The CONSULTANT shall include this section XX “Records Maintenance” in every subcontract it enters into in relation to this AGREEMENT and bind the sub-consultant to its terms, unless expressly agreed to otherwise in writing by the AGENCY prior to the execution of such subcontract. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the “Execution Date” box on page one (1) of this AGREEMENT. Signature Date Signature Date Any modification, change, or reformation of this AGREEMENT shall require approval as to form by the Office of the Attorney General. Agreement Number: Page 14 of 14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 7/23/2025 Page 130 of 257 Exhibit A Scope of Work Project No. Agreement Number: Exhibit A - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 1 Attachment EXHIBIT A Scope of WORK 24 596 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 131 of 257 July 17, 2025 Andrey Avetisyan City of Pasco 525 N. 3rd Avenue Pasco, WA 99301 Re: Scope and Fee for the Lewis Street Preservation Dear Andrey and Faigda, Thank you for selecting the MacKay Sposito team to partner with the City of Pasco on the Lewis Street Pavement Preservation project. We are excited to work with you and deliver an exceptional project to the Pasco community. Enclosed you will find our final scope and fee. Please contact me with any questions. Sincerely, Maryanne Zukowski, PE Project Manager • Public Works/Transportation • MacKay & Sposito, Inc. 33810 Weyerhaeuser Way S #130, Federal Way, WA 98001 425.765.7459 •Mobile Mzukowski@MacKaySposito.com Exhibit A Scope of Work Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 132 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 2 TABLE OF CONTENTS TABLE OF CONTENTS INTRODUCTION SCOPE OF WORK 1.0 PROJECT MANAGEMENT 1.1 PROJECT ADMINISTRATION 1.2 PROJECT SCHEDULING 1.3 PROJECT TEAM MEETINGS 1.4 SUBCONSULTANT COORDINATION DELIVERABLES ASSUMPTIONS 2.0 LAND SURVEYING 2.1 TOPOGRAPHIC & DRONE SURVEY 2.2 LEGAL DESCRIPTIONS AND TITLE REPORTS DELIVERABLES ASSUMPTIONS 3.0 ENVIRONMENTAL PERMITTING 3.1 NEPA CATEGORICAL EXCLUSION SEPA CONSTRUCTION STORMWATER GENERAL PERMIT DELIVERABLES ASSUMPTIONS 4.0 CIVIL ENGINEERING 4.1 PREVIOUS DESIGN REVIEW AND EVALUATION 4.2 DESIGN COORDINATION CITY AND OTHER DISCIPLINES ENVIRONMENTAL SUPPORT 4.3 30% CIVIL DESIGN DELIVERABLES ASSUMPTIONS 4.4 60% CIVIL DESIGN DELIVERABLES Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 133 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 3 ASSUMPTIONS 4.5 90% CIVIL DESIGN DELIVERABLES ASSUMPTIONS 4.6 100% CIVIL DESIGN DELIVERABLES ASSUMPTIONS 5.0 BIDDING SUPPORT 5.1 BIDDING SUPPORT ASSUMPTIONS 6.0 CONSTRUCTION SUPPORT 6.1 AS-BUILT SUPPORT DELIVERABLES ASSUMPTIONS APPENDICES APPENDIX A: REAL ESTATE SERVICES SCOPE - (COMMONSTREET) & WSDOT ICR APPENDIX B: GEOTECHNICAL INVESTIGATIONS AND HAZARDOUS MATERIALS - (GEOPROFESSIONAL INNOVATION CORP - GPI) & WSDOT ICR APPENDIX C: PROJECT SCHEDULE APPENDIX D: MACKAY SPOSITO FEE SHEET & RATE TABLE & WSDOT ICR Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 134 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 4 INTRODUCTION The City of Pasco selected MacKay Sposito and their consultant team for the Lewis Street Pavement Preservation project. The team includes: ● MacKay Sposito - Project Management / Survey Lead / Civil Roadway & Drainage Design / Environmental / Bidding Support Services ● Sub Name - Commonstreet Consulting, LLC - Right of Way (ROW) Services ● Sub Name - GeoProfessional Innovation Corp. (GPI) - Geotechnical Services GENERAL PROJECT DESCRIPTION/BACKGROUND Lewis Street Pavement Preservation will mill and overlay 2.94-miles of Lewis Street between Road 28 and E US 12, excluding the section between 5th Avenue and Oregon Avenue. Work includes localized asphalt repairs, taper mill at curbed edges, 2” HMA overlay, and striping. ADA upgrades will also be included as needed. The project starts at Road 28 and ends at the E US 12 ramps, and it excludes the section between 5th Ave and Oregon Avenue. The design phase for this project is anticipated to extend twelve (12) months with a bidding phase of four and half (4.5) months for a total of sixteen and a half (16.5) months with a notice to proceed (NTP) on or around August 1, 2025. Right-of-Way (ROW) acquisition for this project is anticipated. It is assumed in this schedule no pre-acquisition activities will occur until NEPA is approved. The contract will complete pre- NEPA activities per the WSDOT Local Agency Guidelines (LAG) Manual. The Consultant shall provide services including topographic surveying and/or property surveying, geotechnical preparation of Plans, Specifications, and Estimate (PS&E), right-of-way (ROW) acquisition and certification services, preparation and processing of all necessary environmental documents to achieve environmental NEPA compliance, and bidding support. The City, at its discretion, may select the same Consultant for Construction Management/Support Services. This project is funded by the 2023 NHS Asset Management Program grant therefore subject to WSDOT and FHWA requirements. Lewis Street Pavement Preservation has a mandatory Disadvantage Business Enterprise (DBE) goal of Zero percent (0%). This project does not have a voluntary Small Business Enterprise (SBE) goal. There is no training hour requirement on this project. Project Schedule - see Appendix C. The work performed by the consultant generally consists of services as follows: ● Project Management ● Design Services ● Right of Way (ROW) Services - See Appendix A. ● Geotechnical Services - See Appendix B. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 135 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 5 ● Bidding Support City Performed Work: ● PROWAG evaluations for pedestrian push buttons and pedestrian signal heads at the signalized intersections. ● Mark out pavement dig out locations. ● SEPA Check List. ● All WSDOT coordination. ● Assist with the development and review of plans, specifications, estimates, and other consultant deliverables and other bid documents. ● Compile the construction bid package, coordinate the bid advertisement, and conduct the bid opening. ● Administer grants and project funding. ● Coordinate all environmental permitting submittals and correspondence with federal, state, and local agencies. ● Coordination with utility providers. ● Funding obligation packages and reimbursements. GENERAL ASSUMPTIONS 1. See tasks for specific task-related assumptions and exclusions. 2. Consultant notice to proceed (NTP) on or around August 1. 2025 3. Construction obligation is required before August 31, 2026, with Right of Way certification and obligation with a sufficient time period to perform a minimum of nine (9 partial acquisitions and right of way certified by WSDOT 4. Eight (8) weeks is required for Obligation authorization. 5. A no later than (NLT) submittal of July 7, 2026, is required for the authorization package. 6. The draft schedule anticipates a target of July 6, 2026, to complete PE and ROW. 7. The City will prepare the Obligation Package and deliver it to the WSDOT. 8. The City will prepare funding obligation packages and reimbursements. 9. The City will coordinate this project with WSDOT. 10. Consultant rates for 2025 and 2026 will apply. 11. Project kick off is assumed scheduled by the City staff. 12. It is estimated that 63 ramps are currently noncompliant with ADA requirements. Up to an additional 16 ramps will be designed for a total of 79 ramps. Additional ramps will be addressed with the Management Reserve Fund (MRF). 13. Right of Way partial acquisitions are limited to nine (9) parcels. 14. Section 106 is exempt. Additional ramps will require a contract Amendment. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 136 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 6 15. Plans and specification review for all submittals to be tracked in Bluebeam studio session. MacKay Sposito to log comments and identify how comments are addressed. 16. Approximately 20 pavement cores to be obtained by MacKay Sposito/Geotechnical Engineer. 17. The Project must follow WSDOT’s Local Agency Guidelines version at the time of contract execution. 18. The contract duration is approximately sixteen (16) and a half months for design and construction phase services. It is assumed the ROW acquisition will be finalized in 2026, followed by the final design and bidding in 2026. 19. All submittals will be made electronically with no paper copies. 20. The City will lead on ROW payments and recordings required. 21. 2026 No -biweekly internal meetings and limited to monthly team meetings. 22. WSDOT coordination is limited to two (2) coordination meetings, one (1) for NEPA and one (1) for Right of Way plans as scheduled by the City. 23. Environmental support is limited to only development of the APE for exemption. 24. Bidding Assistance assumes one addendum as detailed in the scope, with bidding assistance limited to answering questions and performing as-built tasks at construction completion. 25. Attendance at City Council and Staff meetings is not required. 26. All meetings will be virtual.. 27. Only one (1) staff member will perform the site visit for ADA compliance. 28. No pavement design is required. 29. Per diem rates are 2025 Office of Financial Management https://ofm.wa.gov/accounting/administrative-accounting-resources/travel/diem-rate-tables EXCLUSIONS: 1. Water and sanitary sewer design. 2. Survey in the pavement cores, per the City MacKay to field locate for the plans. 3. Survey in the soil’s logs, per the City no stormwater infiltration required for this project. 4. All stormwater design adjustments for ADA compliance and stormwater infiltration investigations, stormwater design for change in drainage patterns, and memorandum for increase in non-polluting and pollution generating surfaces due to new ADA ramps and changes to pavement extents. 5. Construction Stormwater General Permit. 6. SEPA. 7. Survey for soils logs and pavement cores. 8. Public Interest Findings (PIF)s. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 137 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 7 SCOPE OF WORK (Exhibit "A") City of Pasco Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) 1.0 PROJECT MANAGEMENT 1.1 PROJECT ADMINISTRATION ● Prepare monthly invoices and progress reports to accompany invoicing. Reports will include a budget summary, tasks completed within the invoicing period. ● Prepare and coordinate project schedule in conjunction with funding requirements and timelines, once. ● Perform quality assurance and quality control reviews at each of the design submittals four times. ● Kick-off meeting coordination. ● Project specific templates, links, & folders. 1.2 PROJECT SCHEDULING ● Prepare and submit an activities list and schedule to the City following the Notice to Proceed. The schedule will show appropriate milestones, including intermediate and final submittal dates for design documents and key decision points. ● Provide up to one (1) update to the schedule to reflect project milestones and timeline changes. 1.3 PROJECT TEAM MEETINGS ● Schedule review meetings (virtual) with the City at each submittal phase. ● Organize and hold project coordination meetings with key project team members. These meetings shall have specific agendas addressing and resolving project issues as they are encountered in 2025 these are bi-weekly and in 2026 monthly as directed by the City. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 138 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 8 Meeting Schedule Type Format Frequency Participants # Mtgs Kick Off Meeting Virtual Once Team Leads 1 Site Visit 2025 In Person Once Team Leads + Lead Designers 1 Bi-weekly consultant team meetings 2025 Virtual Bi-Weekly Team 13 Monthly consultant team meetings 2026 Virtual Bi Weekly Team 11 Design Submittal Meetings 2025 Hybrid 30% Team Leads + Lead Designers 1 Design Submittal Meetings 2026 Hybrid 60/90/100% Team Leads + Lead Designers 3 Coordination Meetings with WSDOT Local Programs (2025/2026) ● NEPA Kick Off ● WSDOT Right of Way Virtual See Schedule Team Leads scheduled by City 2 Sub Consultant/Internal Team Meetings ROW (2025/2026) Virtual As Needed Team Leads 6 Sub Consultant/Internal Team Meetings Geotechnical (2025/2026) Virtual Twice Team Leads 2 QA/QC Meetings (2025/2026) Virtual Following Design Submittals Select Team Leads 4 1.4 SUBCONSULTANT COORDINATION ● General coordination and management of the subconsultant team including contracting, invoicing, schedule, and deliverables. DELIVERABLES ● Monthly Invoices and Progress Reports ● Baseline Project Schedule and Updates Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 139 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 9 ASSUMPTIONS ● Sixteen and a half (16.5) month project management duration ● No monthly meetings with the City. Coordination meetings are limited to 30/60/90/100% deliverable milestones. ● Bi-weekly consultant team coordination meetings in 2025 for 30% Design. Monthly consultant team coordination meeting in 2026 for 60/90/100% phases. ● There are no in-person meetings. ● The level of effort for the 79 ADA ramps is similar to the Argent Road Ph 1 - Plans by MacKay Sposito with sufficient elevation points at critical locations, dimensions, sufficient for a Contractor to understand. Minimum 6-8 points required per ramp to be included. ● City staff will provide all WSDOT coordination. 2.0 LAND SURVEYING 2.1 TOPOGRAPHIC & DRONE SURVEY ● MacKay Sposito will conduct a site visit to review the site conditions and conduct a topographic survey as required to prepare preliminary design plans. Topographic survey will include drone survey and traditional survey. ● Topographic survey limits will include the full width of Right of Way (ROW) along Lewis Street and will extend around the radius of roadways approximately 75 feet. ● Mapping limits will extend from Road 28 to 5th Avenue and from Oregon Avenue to the turnback limits of the US-12 Ramps (approximately 150 feet west of the ramp intersection). ● Vertical Datum to be completed in NAVD88. Horizontal Datum to be completed in NAD83. ● Coordinate utility locates with the City. ● Complete ADA Features Surveying for each existing ADA ramp. Where ramps are already noted out of compliance, only topographic surveys for tie-in information will be obtained. ● MacKay Sposito will format the survey to serve as the base map for all design and construction drawings. The format will be Civil 3D 2024. The City will provide any special title blocks and logos or pen-mapping standards required before preparing the base maps. Otherwise, the base mapping will be produced based on MacKay Sposito graphic standards. Base maps will be prepared at a minimum 1” = 20’ scale. The following elements are included in the survey: ● Topo (9,200LF) ● Topo for ADA Ramps (79) ● Cross Slopes at 50’ intervals ● Survey points on traffic loops. 2.2 LEGAL DESCRIPTIONS AND TITLE REPORTS ● MacKay Sposito will prepare up to nine (9) legal descriptions and accompanying exhibits to assist in partial property acquisitions. This task includes plotting any potential existing easement contained within the parcels Title Reports. Title Report Review and ordering by others. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 140 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 10 DELIVERABLES ● Nine (9) partial acquisitions parcels shown on Survey and base mapping. ● Nine (9) Exhibit A Legal Descriptions and Nine (9) Exhibit B Parcel exhibits. ASSUMPTIONS ● No more than twelve (12) title reports will be required. ● No more than nine (9) parcels will be impacted. ● If additional title reports are required, the City will order. ● No Temporary Construction Easements (TCE)s will be required. ● Survey to be completed with drone where possible. No FAA restrictions anticipated. ● No right-of-entries are required. ● Title reports to be paid for by the City. ● No survey of pavement cores. ● Newly constructed ADA ramps are currently in compliance. 3.0 ENVIRONMENTAL PERMITTING 3.1 NEPA CATEGORICAL EXCLUSION MacKay Sposito will prepare a NEPA categorical exclusion (CE) documentation form and portions of the required documentation to comply with Federal Highway Administration funding requirements (administered through WSDOT local programs). This form will include a summary of impacts and permits for air quality, critical and sensitive areas, cultural resources/historic structures, floodplains and floodways, hazardous and problem waste, noise, 4(f)/6(f) resources, agricultural lands, water quality/stormwater for a net 0 sf design, previous environmental commitments, environmental justice, and effects on species and habitats listed under the Endangered Species Act (ESA) and Essential Fish Habitat (EFH). This information will be compiled from studies prepared by others (hazardous materials) or from readily available public domain resources. MacKay Sposito will contact staff at the various agencies to obtain information for the area and the analysis needed to support the assessment documentation. This task also includes coordination with the project team and WSDOT to accurately and timely prepare all required NEPA documents. SEPA ● The City will prepare SEPA for this project. CONSTRUCTION STORMWATER GENERAL PERMIT • The City will prepare and submit a Notice of Intent for use of Ecology’s Construction Stormwater General Permit (NPDES Section 402 of the Clean Water Act). This will also include placing two (2) public notices in the local newspaper. DELIVERABLES ● NEPA CE Form ● ESA No Effect Letter exemption memorandum ● Confirmation of Section 106 Exemption Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 141 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 11 ASSUMPTIONS ● The project will not cause significant environmental impacts and will not require documentation under an environmental assessment or environmental impact statement. ● The project will not affect or will be exempt and will not require documentation or reporting for Coast Guard permitting, noise, floodplains, air quality, agricultural areas, critical areas, bald eagles, sole source aquifers, wetlands, 4(f), 6(f), cultural resources, wetlands, environmental justice, or rivers. ● It is assumed as directed by the City that there will be no increase in pollutant- generating impervious surfaces for the project. There will be no other impacts to listed or proposed fish species and the project will qualify for a determination of no effect. The project will have no effect on listed or proposed wildlife or plant species. A no effect memo is included in this task. ● Documentation to permit impacts to wetlands and waters or their buffers is not included. ● WSDOT and the Department of Architectural and Historic Preservation (DAHP) agree with a Section 106 Exemption. The exemption can be obtained using non-technical staff. If cultural or historic expertise is required to obtain an exemption, a change order will be required. ● A 'right-sized hazmat memorandum' will be acceptable for the project. ● There will be up to one (1) set of comments to address on the NEPA CE and supporting documents. The City will combine City Comments with WSDOT comments together in one document. ● The City prepares the SEPA. ● The City will prepare the CSWGP. ● The City will prepare the Erosion and Sediment Control Plan required for the CSWGP notice of intent submittal. l WSDOT will not require a cultural resource investigation due to minimal excavation in already disturbed areas and the project meets Appendix J of the WSDOT CE Manual 106 Exemptions. 4.0 CIVIL ENGINEERING 4.1 PREVIOUS DESIGN REVIEW AND EVALUATION ● Conduct up to one (1) project walk through with one (1) person to evaluate design progression with field conditions such as fine grading at existing businesses, ADA compliance, utilities, and building canopies. ● The City will perform the PROWAG evaluation on pedestrian signal heads and pedestrian buttons to confirm ADA compliance assumptions. ● MacKay Sposito will perform the WSDOT ADA Ramp Assessment compliance forms at (79) locations. The Consultant shall establish a quality management program and designate responsibility for the review of technical work and other deliverable products to staff with appropriate experience and expertise. ● Confirm Client Standards and Drafting Standards. ● CAD Setup. The foundation of a construction plan set is the CAD setup. Setup the Construction Plans set per the Client’s sheet templates, plan setups, and other preferences. Establishing the CAD setup early ensures that subsequent QA/QC efforts can focus on the roadway design elements instead of CAD setup. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 142 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 12 ● QA/QC Process is integrated into each of the 30%. 60%, 90%, and Bid Ready documents. ● Standards to be followed are: ○ Pasco Municipal Code (PMC) ○ Revised Code of Washington (RCW) ○ City of Pasco Design and Construction Standards for Public Works Improvement ○ Public Works Right of Way Accessibility Guidelines (PROWAG) Manual on Uniform Traffic Control Devices, for Streets and Highways (MUTCD) ○ Franklin County PUD Standards ○ WSDOT Standard Specifications 2026 ○ WSDOT Local Agency Guidelines (LAG) ○ WSDOT Environmental Categorical Exemption. (CE) Guide ○ WSDOT Right of Way (ROW) Manual. 4.2 DESIGN COORDINATION CITY AND OTHER DISCIPLINES ● Coordination with the City of Pasco transportation group to discuss drafting details, sheet templates, and plan set setup by one staff member virtually. ● Design approaches coordination with the City of Pasco’s engineering departments and Construction Departments will occur at 30% design evaluation. ENVIRONMENTAL SUPPORT ● This phase work will not be performed by MacKay Sposito. 4.3 30% CIVIL DESIGN This task includes preparing the 30% conceptual geometric layout and paving design. ● Following the topographic survey, conduct a site visit to review existing conditions along project limits. ● Review ramps along the corridor using WSDOT ADA Measurement Form. Identify pedestrian curb ramps that are non-ADA compliant within project limits. ● The City will determine any PROWAG requirements at the signalized intersections. ● Prepare a preliminary pavement design consistent with City Standards and WSDOT requirements. Make recommendations on inclusion of paving fabric or asphalt fibers to maximize service life. ● The City will notify private utilities and permitting authorities of pending improvements. ● Prepare a preliminary design concept, including proposed pavement section, and conceptual plan sheets showing the extent of the improvements. Include preliminary channelization and striping layout and conceptual intersection ADA ramps layout. See sheet list Table 1. 100% Design Engineering for anticipated plan sheets. ● Prepare a preliminary cost estimate and approximate quantities. ● Prepare the area of potential effect (APE) package per the WSDOT Local Agency Guidelines (LAG) Manual which will be used to obtain coverage under the WSDOT Section 106 Programmatic Agreement Exemption. ● The City will request WSDOT to coordinate with the Washington State Department of Archaeology and Historic Preservation (DAHP), including recommended consultation with any affected tribes. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 143 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 13 ● Transmit 30% design plans and Engineer's opinion of construction cost to the City for review and approval. ● Coordinate and attend a virtual NEPA kickoff meeting with the City, WSDOT Local Programs, and other relevant parties. ● The City will coordinate with all utilities within the Project limits. No relocation of utilities within the Project limits will be done by others. The following describes tasks performed by MacKay Sposito, please see Common Street Scope of Services in Appendix A for full scope of the right of way phase. ● Prepare for and attend early design development meetings with the Common Street or the project team. ● Prepare preliminary ROW plans. ● Schedule and attend necessary meetings during development of the ROW Plan. ● Review preliminary documents prepared by ROW subconsultant. ● Prepare final ROW Plans and transmit to the City for WSDOT Acceptance ● Documentation provided by Commonstreet will be transmitted to the City for review, concurrence, and WSDOT review and approval. ● Respond to inquiries and needs identified by your team, the City and/or Project Stakeholders. ● Maintain quality control/quality assurance protocols in the execution of the ROW tasks. ● Commonstreet will manage Right of Way Team sub-consultants to prepare each Administrative Offer Settlement (AOS) or prepare the AOS in-house. DELIVERABLES ● 30% plan set in PDF as listed in Table 1. ● Preliminary ROW plans for City and WSDOT Review in AutoCAD and PDF format. ● Right of Way Project Funding Estimate (PFE), PDF format Prepared by Commonstreet. ● Attend up to (8) virtual meetings with the subconsultant. ASSUMPTIONS ● No paving design is required. ● See sheet list in Table 1. anticipated plan sheets. ● It is estimated that 63 ramps are currently noncompliant with ADA requirements. Up to an additional 16 ramps will be designed for a total of 79 ramps. ● Newly constructed ADA ramps meet ADA compliance. ● The City will provide all coordination with WSDOT traffic office to obtain concurrence. ● Plans and specification review for all submittals to be tracked in Bluebeam studio session. MacKay Sposito to log comments and identify how comments are addressed. ● Approximately 20 pavement cores to be obtained by MacKay Sposito. ● City to provide PCI scores of Lewis Street for MacKay Sposito review. ● No changes to the existing channelization, pavement markings, signage, and/or loop replacements for signalized intersections are required. ● Please see Commonstreet scope Appendix A. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 144 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 14 4.4 60% CIVIL DESIGN The 60% design includes preparing plans, and an estimate of probable construction cost. Key elements include: ● Incorporate review comments from 30% design. ● Review ADA feature surveying and recommend ramps to be replaced. ● Intersection curb returns and curb ramp grading design. ● 60% roadway/pavement restoration design and details with roadway channelization, pavement markings, and loop replacement. ● 60% estimate of probable construction cost. ● Transmit 60% design plans, engineer's opinion of construction cost, and outline of design specifications to the City for review and approval. ● The City will provide and transmit 60% design plans to impacted utility companies, Ben Franklin Transit (BFT), United States Postal Service (USPS), and Pasco School District (PSD). MacKay Sposito will coordinate with utilities and USPS. City to coordinate with BFT and PSD. ● Attend one (1) virtual meeting with the City to review the 60% transmittal package. ● Post NEPA ROW services DELIVERABLES ● 60% estimate of probable construction cost in Excel format ● 60% plan set in PDF as listed in Table 1. ● Comment Notes with responses in Excel format ASSUMPTIONS ● There are net 0 sf impacts of non-polluting and pollution generating. ● No roadway profiles are required. ● No storm drainage work is required for ADA ramps or throughout the project limits. 4.5 90% CIVIL DESIGN The 90% design includes preparation of plans, specifications, and estimate of probable construction cost. Key elements include: ● Incorporate review comments from 60% design ● Prepare 90% design plans, see sheet list Table 1. for anticipated plan sheets. ● 90% roadway/pavement restoration design and details with roadway channelization, pavement markings, and loop replacement. ● 90% intersection returns and curb ramps detailed grading. ● 90% Class “A” signing plan (West of Downtown and East of Oregon Avenue. ● 90% ROW plan ● 90% estimate of probable construction cost ● 90% specifications ● Transmit 90% design plans, Engineer's opinion of construction cost, and specifications to the City for review and approval. ● Attend one (1) virtual meeting with the City to review the 90% transmittal package. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 145 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 15 ● The City will transmit relevant documentation to request WSDOT DBE/Training goals for inclusion in 100% submittal. ● The City will initiate Construction Stormwater General Permit, TESC, and SWPPP. ● Post NEPA ROW services DELIVERABLES ● 90% engineers estimate of probable cost in Excel format ● 90% specification in Microsoft Word ● 90% plan set in PDF as listed in Table 1. ● Comment Notes with responses in Excel format ASSUMPTIONS ● See sheet list in Table 1. 100% Design Engineering for anticipated plan sheets. ● The City will prepare the contract documents. ● The City will provide PCI scores of Lewis Street for MacKay Sposito review. ● The City will provide WSDOT approved Division 1, MacKay Sposito is responsible for Divisions 2-9. 4.6 100% CIVIL DESIGN ● Incorporating comments from 90% of the design will be progressed to Final plans, specifications, and estimate. DELIVERABLES ● 100% estimate of probable construction costs ● 100% project bid documents, contracts, specifications, and special provisions. ● Prepare Record of Materials (ROM) for City and WSDOT review. ● 100% plan set in PDF as listed in Table 1. for anticipated plan sheets. ● The City will prepare the contract documents. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 146 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 16 Table 1- List of Plan Sheets Deliverables at each Design Stages Plan Sheet Description Scale No. of Sheets 30% Plan Sheets 60% Plan Sheets 90% Plan Sheets 100% Plan Sheets Cover Sheet with Vicinity Map and Sheet Index NA 1 X X X X Legend & General Notes NA 1 X X X X Typical Roadway Sections TBD 3 X X X X Paving/Pavement Markings/Loop Replacement Plans 40 40 X X X X Project Details TBD 3 X X X X Curb Ramps Plan Details (Demo & New) TBD 40 X X X X Class “A” Signing Plan (West of Downtown and East of Oregon Avenue) TBD 2 X X X Traffic Control Plan 20 4 X X Traffic Control Plan Details TBD 4 X X Totals 100 90 92 100 100 ASSUMPTIONS ● The City will prepare the contract documents. ● WSDOT design review is limited to an informal review. A separate scope and budget will be prepared if design coordination and documentation for WSDOT approval are needed. ● Sheet setup and design drafting will be based on the City of Pasco drafting standards. The plan sheets will be set up to full size 34x22, with the scale as shown in Table 1. The submittals will be in PDF format. CAD drawings are available on request. ● The curb ramp design will be performed to the maximum feasible for all intersections. It is estimated that 63 ramps are currently noncompliant with ADA requirements. Up to an additional 16 ramps will be designed where no ramps currently exist for a total of 79 ramps. ● The existing utility information will be included in the civil plans where feasible. ● Traffic control plans will include signage and detours for pedestrian, bicycle and vehicular movements during construction. ● The Traffic Control Plan scope is based on utilizing W Clark Street as a detour for W Lewis Street and E Alvina for E Lewis Street. One lane shall remain open in both Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 147 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 17 directions. ● The ROW plan will include preliminary right of way plans and partial acquisitions. Any easements, temporary construction permits and exhibits for project impacts on the surrounding businesses is not in this scope. MacKay Sposito will provide services for legal descriptions, property appraisals, negotiations, and acquisitions. Major design changes as the result of negotiation with the property owners are not included. ● Project Special Provisions will be based on the current Washington State Department of Transportation Standard Specifications for Road, Bridge, and Municipal Construction, as well as incorporating the City of Pasco Amendments to the WSDOT Standard Specifications for Water, Sewer, and Surface Water Construction, and APWA General Special Provisions (GSP)s. The City of Pasco will provide a sample specification for all special provisions. The City will be responsible for preparing the Division 1 specifications and MacKay Sposito Divisions 2-9 with assistance from the City of Pasco. ● Estimates of probable construction cost will be prepared at the 30%, 60%, 90% and 100% design stages. The cost analysis will be based on unit prices from recent similar projects. The estimate of probable construction cost will be prepared for the project as a whole and does not include separate block by block estimates. ● 90% Design - Minor revisions to design documents to incorporate permit and owner comments. Substantial deviation from the design documented in the 60% design phase may require additional services to accommodate. ● 5.0 BIDDING SUPPORT 5.1 BIDDING SUPPORT ● Answer and supply such information as requested by prospective bidders. ● Issue one (1) addendum including modifications of up to one (1) plan sheet and up to one (1) specification section. ASSUMPTIONS ● MacKay Sposito services are limited to one bid addendum and answer questions from prospective bidders. 6.0 CONSTRUCTION SUPPORT 6.1 AS-BUILT SUPPORT ● Provide as-built support at construction completion. DELIVERABLES • Native AutoCAD file and one pdf. ASSUMPTIONS ● MacKay Sposito services are limited to assumptions of the existing scope and two (2) change orders. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 148 of 257 Engineering and Related Services Lewis Street Pavement Preservation, Federal Aid No. NHPP-3230(007) July 17, 2025 18 APPENDICES APPENDIX A: REAL ESTATE SERVICES SCOPE - (COMMONSTREET) & WSDOT ICR APPENDIX B: GEOTECHNICAL INVESTIGATIONS AND HAZARDOUS MATERIALS - (GEOPROFESSIONAL INNOVATION CORP - GPI) & WSDOT ICR APPENDIX C: PROJECT SCHEDULE APPENDIX D: MACKAY SPOSITO FEE SHEET & RATE TABLE & WSDOT ICR Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 149 of 257 EXHIBIT A Right of Way Services Commonstreet APPENDIX Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 150 of 257 (206)920-4017 info@csrow.com www.csrow.com :ƵŶĞϲ͕ϮϬϮϱ DĂƌǇĂŶŶĞƵŬŽǁƐŬŝ͕W͘͘ DĂĐŬĂǇ^ƉŽƐŝƚŽ ϭϭϭϬKƐƉƌĞǇWŽŝŶƚĞůǀĚ͕^ƚĞϭϬϱ WĂƐĐŽ͕t͘ϵϵϯϬϭ ZĞ͗^ĐŽƉĞĂŶĚ&ĞĞWƌŽƉŽƐĂůʹŝƚǇŽĨWĂƐĐŽ͗>ĞǁŝƐ^ƚƌĞĞƚWĂǀĞŵĞŶƚWƌĞƐĞƌǀĂƚŝŽŶ dŚĂŶŬǇŽƵĨŽƌƚŚĞŽƉƉŽƌƚƵŶŝƚǇƚŽƉƌŽǀŝĚĞƌŝŐŚƚŽĨǁĂǇƐĞƌǀŝĐĞƐĨŽƌƚŚŝƐŝŵƉŽƌƚĂŶƚWĂǀĞŵĞŶƚWƌĞƐĞƌǀĂƚŝŽŶĚĞƐŝŐŶ ƉƌŽũĞĐƚĨŽƌƚŚĞŝƚǇŽĨWĂƐĐŽ͘/ƚŝƐŽƵƌƵŶĚĞƌƐƚĂŶĚŝŶŐƚŚĂƚŽŵŵŽŶƐƚƌĞĞƚŝƐƉƌŽǀŝĚŝŶŐƚƵƌŶͲŬĞǇƌŝŐŚƚŽĨǁĂǇ ƐĞƌǀŝĐĞƐĨŽƌƚŚĞ>ĞǁŝƐ^ƚƌĞĞƚƉƌŽũĞĐƚ͘dŚŝƐǁŽƌŬǁŝůůŝŶĐůƵĚĞĞĂƌůǇĚĞƐŝŐŶͬƉƌĞͲĂĐƋƵŝƐŝƚŝŽŶƐƵƉƉŽƌƚƐĞƌǀŝĐĞƐ͕ ǀĂůƵĂƚŝŽŶƐ͕ƉƌŽƉĞƌƚǇŽǁŶĞƌŶĞŐŽƚŝĂƚŝŽŶƐĂŶĚĂĐƋƵŝƐŝƚŝŽŶĚŽĐƵŵĞŶƚĂƚŝŽŶ͕ĂŶĚtĂƐŚŝŶŐƚŽŶ^ƚĂƚĞĞƉĂƌƚŵĞŶƚŽĨ dƌĂŶƐƉŽƌƚĂƚŝŽŶ;t^KdͿĐĞƌƚŝĨŝĐĂƚŝŽŶƐƵƉƉŽƌƚ͘dŚĞƐĐŽƉĞĂŶĚĨĞĞƉƌŽƉŽƐĂůƉƌŽǀŝĚĞĚŚĞƌĞŝŶŝƐŝŶƌĞƐƉŽŶƐĞƚŽ ƌĞƋƵĞƐƚĨŽƌĂƐĐŽƉĞĂŶĚĨĞĞĨŽƌĂƉƌŽũĞĐƚǁŝƚŚ&ĞĚĞƌĂů,ŝŐŚǁĂǇĚŵŝŶŝƐƚƌĂƚŝŽŶ;&,tͿĨƵŶĚŝŶŐŝŶƚŚĞ WƌĞůŝŵŝŶĂƌǇŶŐŝŶĞĞƌŝŶŐ͕ZŝŐŚƚŽĨtĂǇ͕ŽƌŽŶƐƚƌƵĐƚŝŽŶƉŚĂƐĞƐĂŶĚŝƐďĂƐĞĚŽŶ/Zͬ&ZƌĂƚĞƐ͘ ^ĐŽƉĞ^ƵŵŵĂƌǇĂŶĚWƌŽũĞĐƚhŶĚĞƌƐƚĂŶĚŝŶŐ dŚĞĨĞĞƉƌŽƉŽƐĂůƉƌŽǀŝĚĞĚŚĞƌĞŝŶĂƌĞďĂƐĞĚƵƉŽŶĂŶĂƐƐƵŵƉƚŝŽŶŽĨƉŽƚĞŶƚŝĂůZKtŝŵƉĂĐƚƐƚŽƵƉƚŽŶŝŶĞ;ϵͿ ƉĂƌĐĞůƐ͘/ƚŝƐƵŶĚĞƌƐƚŽŽĚƚŚĂƚĂŶǇĐŚĂŶŐĞŝŶƐĐŽƉĞǁŝůůƌĞƋƵŝƌĞĂŶĂŵĞŶĚŵĞŶƚŝŶƐĐŽƉĞĂŶĚĨĞĞ͘ůůƌŝŐŚƚŽĨǁĂǇ ĂĐƚŝǀŝƚŝĞƐǁŝůůĐŽŵƉůǇǁŝƚŚƚŚĞhŶŝĨŽƌŵZĞůŽĐĂƚŝŽŶƐƐŝƐƚĂŶĐĞĂŶĚZĞĂůWƌŽƉĞƌƚǇĐƋƵŝƐŝƚŝŽŶWŽůŝĐŝĞƐĐƚ;hZͿ͕ t^Kd>'ŵĂŶƵĂů͕ĂŶĚƚŚĞŝƚǇ͛Ɛt^KdƉƉƌŽǀĞĚZKtWƌŽĐĞĚƵƌĞƐ͘dŚŝƐŝƐĂƚŽƚĂůĂŵŽƵŶƚŶŽƚƚŽĞǆĐĞĞĚ ;EdͿďƵĚŐĞƚĂŶĚĂůůŽĐĂƚŝŽŶďĞƚǁĞĞŶƐƵďƚĂƐŬƐŝƐĨŽƌƌĞĨĞƌĞŶĐĞŽŶůǇĂŶĚĚŽĞƐŶŽƚĐŽŶƐƚŝƚƵƚĞƐĞƉĂƌĂƚĞďƵĚŐĞƚƐ ĨŽƌĞĂĐŚƐƵďƚĂƐŬ͘ ƐƐƵŵƉƚŝŽŶƐ x dŚĞWƌĞůŝŵŝŶĂƌǇŶŐŝŶĞĞƌŝŶŐ͕ZŝŐŚƚŽĨtĂǇ͕ŽƌŽŶƐƚƌƵĐƚŝŽŶƉŚĂƐĞƐŽĨƚŚĞƉƌŽũĞĐƚŚĂǀĞĨĞĚĞƌĂůĨƵŶĚŝŶŐ ĂŶĚt^KdZKtĞƌƚŝĨŝĐĂƚŝŽŶǁŝůůďĞƌĞƋƵŝƌĞĚ͘ x dŚĞŝƚǇƌĞƋƵŝƌĞƐŶŽŵŽƌĞƚŚĂŶŶŝŶĞ;ϵͿƉĂƌƚŝĂůĂĐƋƵŝƐŝƚŝŽŶƐĨƌŽŵϵƉĂƌĐĞůƐ͘ x dŚĞƌĞĂƌĞŶŽĨƵůůĂĐƋƵŝƐŝƚŝŽŶƐ͘ x EŽĚĞƐŝŐŶĐŚĂŶŐĞƐǁŝůůŽĐĐƵƌĂĨƚĞƌƚŚĞŝŶŝƚŝĂůǀĂůƵĂƚŝŽŶĂƐƐŝŐŶŵĞŶƚŝƐĂƵƚŚŽƌŝǌĞĚ͘ x >ĞŐĂůĚĞƐĐƌŝƉƚŝŽŶƐƐƵŝƚĂďůĞĨŽƌƌĞĐŽƌĚŝŶŐĂŶĚŵĞĞƚŝŶŐĂůůt^KdƌĞƋƵŝƌĞŵĞŶƚƐǁŝůůďĞƉƌŽǀŝĚĞĚƚŽ ŽŵŵŽŶƐƚƌĞĞƚĨƌŽŵĂůŝĐĞŶƐĞĚƐƵƌǀĞǇĐŽŵƉĂŶǇ͘ x EŽŽĐĐƵƉĂŶƚƐŽƌƉĞƌƐŽŶĂůƉƌŽƉĞƌƚǇǁŝůůďĞĚŝƐƉůĂĐĞĚƌĞƋƵŝƌŝŶŐƌĞůŽĐĂƚŝŽŶƐĞƌǀŝĐĞƐĂŶĚŶŽƌĞůŽĐĂƚŝŽŶ ƐĞƌǀŝĐĞƐǁŝůůďĞƌĞƋƵŝƌĞĚ͘ x dŚĞŝƚǇǁŝůůƉƌŽǀŝĚĞZKtĚŽĐƵŵĞŶƚƚĞŵƉůĂƚĞƐŽƌŽŵŵŽŶƐƚƌĞĞƚǁŝůůƵƚŝůŝǌĞt^KdƚĞŵƉůĂƚĞƐĂŶĚ ƉƌŽǀŝĚĞƚŽƚŚĞŝƚǇĨŽƌƌĞǀŝĞǁĂŶĚĂƉƉƌŽǀĂů͘ x EŽŵŽƌĞƚŚĂŶŶŝŶĞ;ϵͿƉƉƌĂŝƐĂůtĂŝǀĞƌƐ;K^ͿǁŝůůďĞƌĞƋƵŝƌĞĚ͘ Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 151 of 257 Page 2 ^KWE&WZKWK^>ͮ >ĞǁŝƐ^ƚƌĞĞƚWĂǀĞŵĞŶƚWƌĞƐĞƌǀĂƚŝŽŶ x /ĨŝŵƉĂĐƚƐŵĂŬĞĂŶǇƉĂƌĐĞů;ƐͿ ŝŶĞůŝŐŝďůĞĨŽƌǀĂůƵĂƚŝŽŶďǇK^͕ĂŶĂƉƉƌĂŝƐĂůĂŶĚĂƉƉƌĂŝƐĂůƌĞǀŝĞǁǁŝůůďĞ ĐŽŵƉůĞƚĞĚ͘ƉƉƌĂŝƐĂůĂŶĚĂƉƉƌĂŝƐĂůƌĞǀŝĞǁƐǁŝůůƌĞƋƵŝƌĞĂĚĚŝƚŝŽŶĂůƐĐŽƉĞĂŶĚĨĞĞ͘ x dŝƚůĞƌĞƉŽƌƚƐǁŝůůďĞƉƌŽǀŝĚĞĚďǇƚŚĞŝƚǇ͘ x dŚĞŝƚǇǁŝůů ƉĂǇĚŝƌĞĐƚůǇƚŽƚŚĞƚŝƚůĞĐŽŵƉĂŶǇĂůůĞǆƉĞŶƐĞƐĨŽƌƚŝƚůĞĐŽŵŵŝƚŵĞŶƚƐ͕ƌĞĐŽƌĚŝŶŐĨĞĞƐ͕ ĞƐĐƌŽǁƐĞƌǀŝĐĞƐ͕ĂŶĚƚŝƚůĞŝŶƐƵƌĂŶĐĞ͘ x /ĨƚŚĞEŽƚŝĐĞƚŽWƌŽĐĞĞĚ;EdWͿŝƐƌĞĐĞŝǀĞĚĂĨƚĞƌϭϮϬĚĂǇƐĨƌŽŵƚŚŝƐƉƌŽƉŽƐĂů͕ĨĞĞƐĂŶĚďŝůůŝŶŐƌĂƚĞƐŵĂǇ ƌĞƋƵŝƌĞƌĞǀŝƐŝŽŶƚŽƌĞĨůĞĐƚĐŽƐƚŽĨůŝǀŝŶŐŝŶĐƌĞĂƐĞƐĂŶĚĐƵƌƌĞŶƚďƵƐŝŶĞƐƐĐŽŶĚŝƚŝŽŶƐ͘ ĞƐƚƌĞŐĂƌĚƐ͕ DŽƌŐĂŶŝƐŚŽƉ ^ĞŶŝŽƌWƌŽũĞĐƚDĂŶĂŐĞƌ ^ĐŽƉĞŽĨ^ĞƌǀŝĐĞƐ WƌĞůŝŵŝŶĂƌǇZŝŐŚƚŽĨtĂǇĐƋƵŝƐŝƚŝŽŶƐĐƚŝǀŝƚŝĞƐ x WƌĞƉĂƌĞĨŽƌĂŶĚĂƚƚĞŶĚĞĂƌůǇĚĞƐŝŐŶĚĞǀĞůŽƉŵĞŶƚŵĞĞƚŝŶŐƐĂƐƌĞƋƵĞƐƚĞĚďǇƚŚĞŝƚǇŽƌƚŚĞƉƌŽũĞĐƚƚĞĂŵ͖ x WĞƌĨŽƌŵdŝƚůĞ^ĞĂƌĐŚĞƐĂŶĚZĞǀŝĞǁƐ͖ x ŽŶƐƵůƚĂƚŝŽŶĚƵƌŝŶŐĚĞǀĞůŽƉŵĞŶƚŽĨZKtWůĂŶ͖ x WƌŽǀŝĚĞZKt&ƵŶĚŝŶŐƐƚŝŵĂƚĞ;ZKt&Ϳ͘ ^ĐŽƉĞŽĨ^ĞƌǀŝĐĞƐ dĂƐŬϭ͘Ϭʹ ZKtWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚ x WƌĞƉĂƌĞĨŽƌĂŶĚĂƚƚĞŶĚĚĞƐŝŐŶĚĞǀĞůŽƉŵĞŶƚŵĞĞƚŝŶŐƐĂƐƌĞƋƵĞƐƚĞĚďǇƚŚĞŝƚǇŽƌƚŚĞƉƌŽũĞĐƚƚĞĂŵ͖ x WƌŽǀŝĚĞƉƌĞͲĂĐƋƵŝƐŝƚŝŽŶƐĞƌǀŝĐĞƐĂƐƌĞƋƵĞƐƚĞĚďǇƚŚĞŝƚǇŽƌƉƌŽũĞĐƚƚĞĂŵƚŽƐƵƉƉŽƌƚĚĞƐŝŐŶ ĚĞǀĞůŽƉŵĞŶƚ͖ x ZĞƐƉŽŶĚƚŽŝŶƋƵŝƌŝĞƐĂŶĚŶĞĞĚƐŝĚĞŶƚŝĨŝĞĚďǇǇŽƵƌƚĞĂŵ͕ƚŚĞŝƚǇ ĂŶĚͬŽƌWƌŽũĞĐƚ^ƚĂŬĞŚŽůĚĞƌƐ͖ x KǀĞƌƐŝŐŚƚŽĨƉƌĞůŝŵŝŶĂƌǇZKtĂĐƚŝǀŝƚŝĞƐƚŽĐŽŵƉůǇǁŝƚŚt^KdƌĞƋƵŝƌĞŵĞŶƚƐ͖ x WƌŽǀŝĚĞǁƌŝƚƚĞŶĂŶĚŽƌĂůƐƚĂƚƵƐƵƉĚĂƚĞƐŽŶƌŝŐŚƚŽĨǁĂǇĂĐƚŝǀŝƚŝĞƐ͖ x WƌŽǀŝĚĞŽǀĞƌƐŝŐŚƚƚŽĂůůĂƐƉĞĐƚƐŽĨƚŚĞƌŝŐŚƚŽĨǁĂǇƉƌŽŐƌĂŵ͖ x ZĞǀŝĞǁŝƚǇ͛ƐĂƉƉƌŽǀĞĚZŝŐŚƚŽĨtĂǇWƌŽĐĞĚƵƌĞƐ͖ x ĞǀĞůŽƉĂŶĚĞǆĞĐƵƚĞƚŚĞZŝŐŚƚŽĨtĂǇƉƌŽŐƌĂŵŝŶĐŽŵƉůŝĂŶĐĞǁŝƚŚƐƚĂƚĞůĂǁ͕hŶŝĨŽƌŵĐƚĂŶĚt^Kd ƌĞƋƵŝƌĞŵĞŶƚƐ͖ x WƌŽǀŝĚĞŽǀĞƌƐŝŐŚƚŽĨZKtĂĐƚŝǀŝƚŝĞƐƚŽĐŽŵƉůǇǁŝƚŚt^KdĐĞƌƚŝĨŝĐĂƚŝŽŶƌĞƋƵŝƌĞŵĞŶƚƐ͖ x DĂŝŶƚĂŝŶƋƵĂůŝƚǇĐŽŶƚƌŽůͬƋƵĂůŝƚǇĂƐƐƵƌĂŶĐĞƉƌŽƚŽĐŽůƐŝŶƚŚĞĞǆĞĐƵƚŝŽŶŽĨƚŚĞƌŝŐŚƚŽĨǁĂǇƚĂƐŬƐ͖ x ŽŽƌĚŝŶĂƚĞƚŝƚůĞƌĞǀŝĞǁƐ͘ Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 152 of 257 Page 3 ^KWE&WZKWK^>ͮ >ĞǁŝƐ^ƚƌĞĞƚWĂǀĞŵĞŶƚWƌĞƐĞƌǀĂƚŝŽŶ dĂƐŬϮ͘Ϭʹ sĂůƵĂƚŝŽŶ ^ĞƌǀŝĐĞƐ x ŽŽƌĚŝŶĂƚĞǀĂůƵĂƚŝŽŶƚĂƐŬĂŶĚĂŶǇƐƵďĐŽŶƐƵůƚĂŶƚƐ͖ x WƌŽǀŝĚĞĂůůĚŽĐƵŵĞŶƚĂƚŝŽŶƌĞƋƵŝƌĞĚƚŽĐŽŵƉůĞƚĞƉƉƌĂŝƐĂůtĂŝǀĞƌƐ ƐƵƉƉŽƌƚŝŶŐŝƚǇ͛ƐĞƚĞƌŵŝŶĂƚŝŽŶƐŽĨ sĂůƵĞĂŶĚŝŶƚĞŐƌĂƚĞĨŝŶĚŝŶŐƐŝŶƚŽŽĨĨĞƌƉĂĐŬĂŐĞƐ. x ŽŵŵŽŶƐƚƌĞĞƚǁŝůůŵĂŶĂŐĞZŝŐŚƚŽĨtĂǇdĞĂŵƐƵďͲĐŽŶƐƵůƚĂŶƚƐƚŽƉƌĞƉĂƌĞĞĂĐŚK^ ŽƌƉƌĞƉĂƌĞƚŚĞ K^ŝŶͲŚŽƵƐĞ͖ x ŽŽƌĚŝŶĂƚĞƚŚĞĚĞǀĞůŽƉŵĞŶƚŽĨsͬ:ƵƐƚŽŵƉĞŶƐĂƚŝŽŶĂƉƉƌŽǀĞĚďǇƚŚĞŐĞŶĐǇ͘ dĂƐŬϯ͘ϬͲ EĞŐŽƚŝĂƚŝŽŶƐ͕ĚŵŝŶŝƐƚƌĂƚŝǀĞ^ĞƚƚůĞŵĞŶƚƐ͕YͬY x ƌĞĂƚĞƐƚĂƚĞĂŶĚĨĞĚĞƌĂůĐŽŵƉůŝĂŶƚƉƌŽũĞĐƚĨŝůĞƐĨŽƌĞĂĐŚƉĂƌĐĞů͖ x ZĞƋƵĞƐƚƚŚĞŝƚǇŽƌĚĞƌ ŶĞǁĂŶĚͬŽƌƵƉĚĂƚĞƐƚŽĞǆŝƐƚŝŶŐƚŝƚůĞĐŽŵŵŝƚŵĞŶƚƐ͖ x ZĞǀŝĞǁŽĨĂůůǀĂůƵĂƚŝŽŶĂŶĚĐŽŵƉĞŶƐĂƚŝŽŶĚĂƚĂ͖ x YͬYŽĨĂůůĚŽĐƵŵĞŶƚƐ͕ƚĂƐŬƐ͕ĂŶĚƉƌŽĐĞƐƐĞƐďĞĨŽƌĞ͕ĚƵƌŝŶŐ͕ĂŶĚĂĨƚĞƌĂĐƋƵŝƐŝƚŝŽŶƉƌŽĐĞƐƐ͖ x WƌĞƉĂƌĞ͕ĚĞůŝǀĞƌ ĂŶĚƉƌĞƐĞŶƚŽĨĨĞƌƉĂĐŬĂŐĞƐ͖ x EĞŐŽƚŝĂƚĞ ƐĞƚƚůĞŵĞŶƚƐ͕ĂŶĚĚƌĂĨƚũƵƐƚŝĨŝĐĂƚŝŽŶŵĞŵŽƐ ǁŚĞŶŶĞĐĞƐƐĂƌǇ͖ x ůĞĂƌĞŶĐƌŽĂĐŚŵĞŶƚƐƚŽĐŽŵƉůǇǁŝƚŚĨĞĚĞƌĂůĂŶĚƐƚĂƚĞƌĞƋƵŝƌĞŵĞŶƚƐ͖ x ZĞǀŝĞǁƚŝƚůĞƌĞƉŽƌƚƐĨŽƌĞĂĐŚƉĂƌĐĞůĂŶĚŝĚĞŶƚŝĨǇ ĞĂĐŚĞǆĐĞƉƚŝŽŶ͖ x KŶĐĞĂƉĂƌĐĞů͛ƐƚŝƚůĞŝŶƚĞƌĞƐƚŚĂƐďĞĞŶƌĞǀŝĞǁĞĚ͕ŝĚĞŶƚŝĨǇŵĞƚŚŽĚƐ ŽĨĐůĞĂƌĂŶĐĞƉĞƌŝƚǇ ĚŝƌĞĐƚŝŽŶ͖ x ĚĚŝƚŝŽŶĂůůǇ͕ŝŶĐůƵĚĞƐƐƵƉƉŽƌƚƉƌĞƉĂƌŝŶŐĐŽŶĚĞŵŶĂƚŝŽŶŽƌĚŝŶĂŶĐĞ;ƐͿǁŚĞŶ ĂŵŝĐĂďůĞƐĞƚƚůĞŵĞŶƚƐŶŽƚ ĂƉƉƌŽǀĞĚďǇŝƚǇ͘ dĂƐŬϰ͘Ϭʹ t^KdĞƌƚŝĨŝĐĂƚŝŽŶĂŶĚ&ŝůĞůŽƐĞKƵƚ x ŽůůĂďŽƌĂƚĞǁŝƚŚŝƚǇĚƵƌŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶƉƌŽĐĞƐƐ͖ x ^ĞƚƵƉĐůŝĞŶƚĞƐĐƌŽǁĂĐĐŽƵŶƚŽƌĨĂĐŝůŝƚĂƚĞ ĞǆĞĐƵƚŝŽŶŽĨĂůůĐŽŶǀĞǇĂŶĐĞĚŽĐƵŵĞŶƚƐ͕ƉĂǇŵĞŶƚǀŽƵĐŚĞƌƐ͕ ƉƌŽŽĨŽĨƉĂǇŵĞŶƚĂŶĚĐůŽƐŝŶŐĚĂƚĂĂůŽŶŐǁŝƚŚƌĞĐŽƌĚĞĚĐŽŶǀĞǇĂŶĐĞĚŽĐƵŵĞŶƚƐĂŶĚĐůŽƐŝŶŐŽĨĨŝůĞƐ͖ x ŽŵƉŝůĞ ĐŽŵƉůĞƚĞĚͬĐůŽƐĞĚĨŝůĞƐƚŽƉƌŽǀŝĚĞƚŽt^Kd>͖ x ĚĚƌĞƐƐ ĂŶǇŝƚĞŵƐ ďƌŽƵŐŚƚĨŽƌƚŚ ďǇ>ŽĐĂůWƌŽŐƌĂŵƐ͖ x WƌĞƉĂƌĞƉĂƌĐĞůĨŝůĞƐ;ĞůĞĐƚƌŽŶŝĐĂŶĚͬŽƌŚĂƌĚĐŽƉǇͿŝŶĂĨŽƌŵĂƚƌĞƋƵĞƐƚĞĚďǇƚŚĞŝƚǇ ĂŶĚƉƌŽǀŝĚĞƚŽŝƚǇ ĨŽƌƌĞƚĞŶƚŝŽŶ͘ ^KWE&d>^hDDZz WƌĞůŝŵŝŶĂƌǇZKtĐƋƵŝƐŝƚŝŽŶĐƚŝǀŝƚŝĞƐ dĂƐŬƐŝŶĐůƵĚĞƉƌĞƉĂƌĞĨŽƌĂŶĚĂƚƚĞŶĚĞĂƌůǇĚĞƐŝŐŶ ĚĞǀĞůŽƉŵĞŶƚŵĞĞƚŝŶŐƐĂƐƌĞƋƵĞƐƚĞĚďǇƚŚĞŝƚǇŽƌƚŚĞ ƉƌŽũĞĐƚƚĞĂŵ͖dŝƚůĞ^ĞĂƌĐŚĞƐĂŶĚZĞǀŝĞǁƐ͖ŽŶƐƵůƚĂƚŝŽŶ ĚƵƌŝŶŐĚĞǀĞůŽƉŵĞŶƚŽĨZKtWůĂŶ͖ZKt&ƵŶĚŝŶŐ ƐƚŝŵĂƚĞ;ZKt&Ϳ ŝŶĐůƵĚŝŶŐƐŝƚĞŝŶƐƉĞĐƚŝŽŶƐ͕ƌĞƐĞĂƌĐŚ ĂŶĚƌĞǀŝĞǁŽĨĐŽƐƚƐ͕ĚĂƚĂ͕ĂŶĚĂŶĂůǇƐŝƐƌĞƋƵŝƌĞĚďǇ t^KdĐŽŵƉůŝĂŶƚĐŽƐƚĞƐƚŝŵĂƚĞ͖ƉƌŽǀŝĚŝŶŐĂůů WƌŝŶĐŝƉĂůΛΨϯϬϬ͘ϲϱͬŚƌ Λ ϮŚƌƐ ^ĞŶŝŽƌWƌŽũĞĐƚDĂŶĂŐĞƌΛΨϮϯϯ͘ϱϲͬŚƌ ΛϭϬŚƌƐ ^ĞŶŝŽƌWƌŽũĞĐƚŽŶƚƌŽů^ƉĞĐŝĂůŝƐƚΛ Ψϭϱϵ͘ϬϴͬŚƌΛϭϬ ŚŽƵƌƐ ΨϲϬϭ͘ϯϬ ΨϮ͕ϯϯϱ͘ϲϬ Ψϭ͕ϱϵϬ͘ϴϬ Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 153 of 257 EXHIBIT B Geotechnical Services Geoprofessional Innovation - GPI APPENDIX Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 154 of 257 July 1, 2025 File: PUP25172 Maryanne Zukowski, P.E., & Paul Harmsen, P.E. Mackay Sposito, Inc. 1110 Osprey Pointe Blvd. Suite 105 Pasco, WA 99301 RE: Revised Proposal GeoProfessional Services Lewis Street Pavement Preservation Pasco, Washington Greetings, Paul and Maryanne. GeoProfessional Innovation Corporation (GPI) appreciates the opportunity to assist Mackay Sposito, Inc. (Mackay Sposito) by providing GeoProfessional services to aid your evaluation and design for the Lewis Street Pavement Preservation Project located in Pasco, Washington. The following sections summarize our project understanding, proposed scope of services, anticipated schedule, and fee estimate. PROJECT UNDERSTANDING Our project understanding is based on reviewing the Request for Qualifications (RFQ) prepared by the City of Pasco (City) dated September 2024, as well as our discussions with you. This proposal has been revised based on comments made by the City on our last revised scope dated June 16, 2025. The City seeks to preserve and improve a significant portion of Lewis Street by milling the existing asphalt surface and constructing a new asphalt overlay. Alternatively, some portions may receive full-depth pavement reconstruction. The planned improvement alignment comprises approximately 2.94 miles of Lewis Street from the Road 28 to 5th Avenue intersections and from Oregon Avenue to Highway 12 intersections. The portion of Lewis Street that was recently improved via the Overpass project is excluded from this evaluation. Figure 1: Lewis Street Pavement Preservation Project Alignment Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 155 of 257 Proposal Lewis Street Pavement Preservation File: PUP25172A Page 2 You have requested GPI perform coring to measure existing pavement and base course sections. You have also requested GPI perform a hazardous materials evaluation within the planned improvement area. This will aid MacKay Sposito and the City in evaluating potential hazardous materials issues to navigate throughout the improvements. SCOPE OF SERVICES Based on our project understanding outlined above, GPI proposes to provide the following scope of geotechnical services. Pavement Section Exploration 1. GPI will traverse the alignment and identify up to 20 coring locations within the planned improvement area. Once identified and marked, GPI will rely on these markings to coordinate exploration with the City and the Washington Utility Notification Center to mark out public utilities prior to exploration. 2. Subcontract traffic control to direct traffic around our work area while GPI staff is operating within the existing paved surface. The traffic control firm will prepare and provide a traffic control plan for the City’s review. During exploration, traffic control will include signage, cones, and certified flaggers as deemed necessary by the traffic control consultant selected. 3. Perform pavement section exploration along the planned roadway alignments via 20 cores to penetrate existing asphalt and base course sections below the pavement section. In each core location, we will measure the existing asphalt section and any aggregate support section thickness. Where possible, we will collect samples of the existing base course and subgrade soil within the upper 1 to 1.5 feet below the pavement surface. Explorations will be loosely backfilled upon completion, plugged with site soil, and patched with cement concrete or grout. Some surface damage and markings to the existing asphalt in exploration locations must be anticipated as part of exploration. Summary Report 4. Provide our electronic report summarizing exploration findings, including a summary of measured asphalt and base course thicknesses, photographs of asphalt cores retrieved from the roadway and other notes regarding our field observations. Hazardous Materials Evaluation Task 1. Site Screening Review and Risk Analysis 1. Geologic and Groundwater Conditions: GPI will review readily available information regarding geologic and groundwater conditions within the project corridor to assess potential migration of known or suspected contaminants that may affect the project. Existing groundwater information will be obtained from Ecology File Review research (conducted during Screening and Validation as noted below), geologic and groundwater reports for the area, or the WSDOT Project’s Water Quality, Groundwater, Shoreline, and/or Floodplain Discipline Reports. GPI will also evaluate groundwater levels via reviewing well logs published on the ecology website or any existing piezometer data provided by the City. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 156 of 257 Proposal Lewis Street Pavement Preservation File: PUP25172A Page 3 2. Regulatory Database Records: GPI will review the Washington Department of Ecology (DOE) facility database website and mapper to identify regulated facilities along the project area. We will compile listings of regulatory database records of potential contaminant sources in the vicinity of the project area, referencing the requirements for minimum search distance referenced in ASTM E1527-21 Standards. GPI will coordinate with WSDOT to obtain approval from our regulatory database provider, Envirosite Corporation, prior to ordering the database report. The regulatory database report results will be attached to the draft and final report. 3. Screening, Validation, Agency File Review, and Risk Analysis: GPI will evaluate the compiled information and describe and utilize a logical screening methodology to eliminate sites that pose little to no risk and do not warrant further investigation. After screening out low-impact probability sites, we will create a table of validated sites that may affect the environment during construction. For the subset of sites identified as posing a potential impact, GPI will perform an agency website and file review to obtain site- specific information for regulatory listed sites that may pose a significant impact. We will evaluate compiled information and assign a risk level as described in the WSDOT Guidance and Standard Methodology for WSDOT Hazardous Materials Discipline Reports, June 2009. Task 2. Project Impact Evaluation 4. Sites of concern identified during the site screening process will be evaluated for the type of impact (standard or project-specific) on the environment, construction, or the City’s and WSDOT’s liability. GPI will correspond with WSDOT Hazardous Materials Program to discuss the results of the evaluation. Task 3. Final Report with Impact Statement 5. GPI will prepare a report referencing the outline in Table 2-Outline for WSDOT Hazardous Material Memorandum, published in the “Right Size” your Hazardous Materials Discipline Report guidance published by WSDOT in April 2020. We will document the findings and opinions and, if warranted, provide recommendations for additional assessment for specific properties that may affect the City during the construction phase of the project. Any additions, deviations from the requirements, and significant data gaps will be discussed. The report will be submitted for the City’s and Mackay Sposito’s review. An electronic copy of the report will be submitted to Mackay Sposito. LIMITATIONS The scope of services presented herein does not include providing our evaluation in specific Washington Department of Transportation (WSDOT) format. We understand our typical report or plan sheet deliverable format is acceptable for this project. Coordination with the City, State, County, other public or private entities with respect to permitting, site access, or right-of-way (ROW) considerations (including ROW permit fees) will be performed by Mackay Sposito. Our scope does not include civil design, structural design, pavement section design, stormwater system design, project surveying, stormwater management or erosion control design, preparing a project safety plan, specification development, individual section analysis, or construction observation. Neither does our scope include structure evaluation, concrete section design, shoring, life cycle cost analyses, or other design recommendations. Performing such detailed analyses requires a more detailed evaluation of existing pavement conditions, performance objectives, and long-term maintenance costs. GPI can provide life cycle cost analyses or other additional services under an amended scope once exploration and laboratory testing are accomplished and rehabilitation options are more clearly defined. Our hazardous materials evaluation scope does not include any aspect of rail alignments. We understand the only rail alignments within the planned improvement area are beneath the recently improved Lewis Street Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 157 of 257 Proposal Lewis Street Pavement Preservation File: PUP25172A Page 4 Overpass and were evaluated as part of that project. Further, our hazardous materials evaluation does not include or performing a site visit, any analytical testing or soil, concrete, or other materials. If these services are desired, please contact us for a revised proposal. No warranties, express or implied, are intended or made by the scope of services presented herein. If we identify project conditions or required tasks or quantities above and beyond those presented herein, we will contact MacKay Sposito immediately to discuss necessary changes in our scope. If any additional information or services as described above are desired, please contact us for a revised proposal. ANTICIPATED SCHEDULE & FEE ESTIMATE We anticipate initiating our pavement section exploration within 15 to 20 business days after receiving your written notice to proceed, pending subcontractor availability, weather, site access restrictions, or other factors beyond our control. We estimate exploration can occur over the span of 3 days. We anticipate providing our brief summary of findings within 10 business days after exploration. Our final Hazardous Materials Evaluation deliverable will be provided within 30 business days after we are authorized. Preliminary information can be provided upon request to assist your design team. Based on our understanding of the project concept at this time, and our experience with similar developments, we propose to perform the geotechnical evaluation on a cost-plus-fixed-fee basis estimated at $29,513.66. Our manhour and expense fee estimate is provided as Appendix A. Additional evaluation, exploration, testing, or other services outside of those described herein will increase our fees. However, we will not exceed this amount without your prior written approval. AUTHORIZATION Our services will be provided referencing the terms and conditions outlined in the attached GeoProfessional Innovation Corporation (GPI) General Conditions. To authorize our services under these terms, please issue a professional services agreement referencing this proposal for our review and signature. We look forward to assisting MacKay Sposito with a forward-looking plan to improve Pasco’s infrastructure! Sincerely, GPI Karis J.R. Scharold, E.I.T. Andy J. Abrams, P.E. Staff Engineer Engineering Services Manager AJA/mg Attachments: Appendix A: Manhour and Expense Fee Estimate Appendix B: GeoProfessional Innovation Corporation (GPI) General Conditions Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 158 of 257 EXHIBIT' 4VSNIGX7GLIHYPI 1EG/E]7TSWMXS EXHIBIT APPENDIX Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 159 of 257 /HZLV 6W 3DYHPHQW 3UHVHUYDWLRQ 6FKHGXOH Page 1 of 4Exported on May 29, 2025 1:04:54 PM PDT Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 160 of 257 Page 2 of 4Exported on May 29, 2025 1:04:54 PM PDT Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 161 of 257 Page 3 of 4Exported on May 29, 2025 1:04:54 PM PDT Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 162 of 257 Exhibit B DBE Participation Agreement Number: Exhibit B - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 1 N/A 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 163 of 257 Exhibit C Preparation and Delivery of Electronic Engineering and Other Data In this Exhibit the agency, as applicable, is to provide a description of the format and standards the consultant is to use in preparing electronic files for transmission to the agency. The format and standards to be provided may include, but are not limited to, the following: I.Surveying, Roadway Design & Plans Preparation Section A.Survey Data B.Roadway Design Files C.Computer Aided Drafting Files Agreement Number: Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 4 AutoCAD Civil 3D 2024 Word Excel GIS AutoCAD Civil 3D 2024 Word Excel GIS AutoCAD Civil 3D 2024 Word Excel GIS 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 164 of 257 D.Specify the Agency’s Right to Review Product with the Consultant E.Specify the Electronic Deliverables to Be Provided to the Agency F.Specify What Agency Furnished Services and Information Is to Be Provided Agreement Number: Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 2 of 4 AutoCAD Civil 3D 2024 Word Excel N/A As defined in EXHIBIT A Scope of Work. 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 165 of 257 II.Any Other Electronic Files to Be Provided III.Methods to Electronically Exchange Data Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 3 of 4 Share Google Drive as provided by MacKay Sposito and email. City Provided: Electronic As-builts in AutoCAD and/or PDF. Electronic City Standard Details AutoCAD and/or PDF. Electronic Word City Divison 1 Special Provisions (as reviewed by WSDOT) Electronic Utility Records from Franchise Utilties GIS, AutoCAD, and/or PDF - AutoCAD is prefered. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 166 of 257 A.Agency Software Suite B.Electronic Messaging System C.File Transfers Format Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 4 of 4 GMail Shared Google Drive MS Word MS Excel MS Project Google Documents Google Sheets Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 167 of 257 Exhibit D Prime Consultant Cost Computations Agreement Number: Exhibit D - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 1 Per the following fee estimate and hourly rates hereto are made part of this agreement. 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 168 of 257 Exhibit D Prime Consultant Cost Computations Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Pa g e 1 6 9 o f 2 5 7 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 170 of 257 7345 Linderson Way SW Tumwater, WA 98501-6504 TTY: 1-800-833-6388 www.wsdot.wa.gov Washington State Department of Transportation Development Division Contract Services Office PO Box 47408 Olympia, WA 98504-7408 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 171 of 257 Exhibit E Sub-consultant Cost Computations If no sub-consultant participation at this time. The CONSULTANT shall not sub-contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. Refer to section VI “Sub-Contracting” of this AGREEMENT. Agreement Number: Exhibit E - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 1 Sub-consultant Cost Computations, ANTE Rates, and WSDOT ICRs are attached. 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 172 of 257 SCOPE AND FEE TABLE SUMMARY Preliminary ROW Acquisition Activities Tasks include prepare for and attend early design development meetings as requested by the City or the project team; Title Searches and Reviews; Consultation during development of ROW Plan; ROW Funding Estimate (ROWFE) including site inspections, research and review of costs, data, and analysis required by WSDOT compliant cost estimate; providing all Principal @ $300.65/hr @ 2hrs Senior Project Manager @ $233.56/hr @ 10 hrs Senior Project Control Specialist @ $159.08/hr @ 10 hours $601.30 $2,335.60 $1,590.80 documentation required to complete estimate and integrating findings into cost estimate. Right of Way Agent @ $116.78/hr @ 30 hrs $3,503.40 Preliminary ROW Acquisition Activities Subtotal $8,031.10 Task 1.0 – ROW Project Management Principal @ $300.65/hr @ 2hrs $601.30 Senior Project Manager @ $233.56/@ 40 hrs $ 9,342.40 Senior Project Control Specialist @ $159.08/hr @ 25 hours $ 2,728.25 Task 2.0 – Valuation Services Senior Project Manager @ $233.56/@ 5 hrs $ 1,167.80 Senior Project Control Specialist @ $159.08/hr hr @ 4 hours $ 636.32 Nine (9) Appraisal Waivers (AOS) $18,000.00 Task 3.0 – Negotiations, Administrative Settlements, Senior Right of Way Agent @ QA/QC $203.75/hr @ 215 hrs $ 43,806.25 Right of Way Agent @ $116.78/hr @ 250 hrs $ 29,195.00 Task 4.0 – WSDOT Certification and File Close Out Sr Project Control Specialist @ $159.08/hr @ 40 hrs $6,363.20 ROW Acquisition Phase Subtotal $119,871.62 ODC Mileage Copying, Mailing, and Delivery IRS Rate Actual Costs $950 $650 TOTAL $121,471.62 Exhibit E Subconsultant (Common Street) Cost Computations and & ANTE Rates Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 173 of 257 Page 5 SCOPE AND FEE PROPOSAL | Lewis Street Pavement Preservation Actuals Not To Exceed Table (ANTE) Commonstreet Consulting, LLC 92 Lenora St, PMB 125 Seattle, WA 98121 07/01/2025 to 06/30/2026 Job Classifications Direct Labor Hourly Billing Rate NTE Overhead NTE *Fixed Fee NTE All Inclusive Hourly Billing Rate NTE 121.85% 12.00% Principal / Sr. Advisor / Program Manager $121.00 $147.44 $32.21 $300.65 Sr. Project Manager / Sr. Field Manager $94.00 $114.54 $25.02 $233.56 Project Manager / Sr. Right of Way Agent $82.00 $99.92 $21.83 $203.75 Right of Way Agent / Property Management Specialist / Outreach and Engagement Specialist $47.00 $57.27 $12.51 $116.78 Sr. Project Control Specialist / Sr. ROW Technician $64.00 $77.98 $17.04 $159.08 Project Control Specialist / ROW Technician $48.00 $58.49 $12.78 $119.27 * Fixed fee calculated on Direct and Overhead Rates combined as allowable by WSDOT LAG manual 31.71.4 under 15% without WSDOT approval. Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 174 of 257 April 28, 2025 Commonstreet Consulting, LLC 100 S King Street, Ste. 100 Seattle, WA 98104 Subject: Acceptance FYE 2024 ICR – Audit Office Review Dear Melinda Diaz: Transmitted herewith is the WSDOT Audit Office’s memo of “Acceptance” of your firm’s FYE 2024 Indirect Cost Rate (ICR) of 121.85% of direct labor. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs, based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with your firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 704-6397 or via email consultantrates@wsdot.wa.gov. Regards, SCHATZIE HARVEY, CPA ContractServicesManager SH:kb Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 175 of 257 Exhibit E Sub-consultant (GeoProfessional Innovation Corp.) Cost Computations & ANTE Rates Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 176 of 257 July 15, 2024 GeoProfessional Innovation Corporation 6 O’Donnell Rd Pullman, WA 99163 Subject: Acceptance FYE 2023 ICR – Audit Office Review Dear Mary Gregory: Transmitted herewith is the WSDOT Audit Office’s memo of “Acceptance” of your firm’s FYE 2023 Indirect Cost Rate (ICR) of 204.37% of direct labor. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs, based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with your firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 704-6397 or via email consultantrates@wsdot.wa.gov. Regards, SCHATZIE HARVEY, CPA Contract Services Manager SH:sms Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 177 of 257 Agreement Number ____________ Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Exhibit F - Title VI Assurances Appendix A & E APPENDIX A During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 1.Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, (Title of Modal Operating Administration), as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 2.Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. [Include Modal Operating Administration specific program requirements.] 3.Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, or national origin. [Include Modal Operating Administration specific program requirements.] 4.Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the (Title of Modal Operating Administration) to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the (Title of Modal Operating Administration), as appropriate, and will set forth what efforts it has made to obtain the information. 5.Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non- discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the (Title of Modal Operating Administration) may determine to be appropriate, including, but not limited to: a.withholding payments to the contractor under the contract until the contractor complies; and/or b.cancelling, terminating, or suspending a contract, in whole or in part. 6.Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the (Title of Modal Operating Administration) may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 178 of 257 Local Agency A&E Professional Services Agreement Number ____________ Negotiated Hourly Rate Consultant Agreement Revised 02/01/2021 Exhibit F - Title VI Assurances Appendix A & E APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non-Discrimination Authorities: •Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. •The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); •Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); •Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; •The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); •Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); •The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); •Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; •The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); •Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; •Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); •Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 179 of 257 Exhibit G Certification Documents Exhibit G-1(a) Certification of Consultant Exhibit G-1(b) Certification of _______________________________ Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying Exhibit G-4 Certificate of Current Cost or Pricing Data Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 1 24 596 Agency Official Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 180 of 257 Exhibit G-1(a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of whose address is and that neither the above firm nor I have: a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure this AGREEMENT; b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated (if any); I acknowledge that this certificate is to be furnished to the and the Federal Highway Administration, U.S. Department of Transportation in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Consultant (Firm Name) Signature (Authorized Official of Consultant) Date Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 MacKay Sposito, LLC 18405 SE Mill Plain Blvd Suite 100, Vancouver WA 98683 City of Pasco, WSDOT, MacKay Sposito, LLC 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 7/23/2025 Page 181 of 257 Exhibit G-1(b) Certification of I hereby certify that I am the: Other of the , and or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: a) Employ or retain, or agree to employ to retain, any firm or person; or b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated (if any): I acknowledge that this certificate is to be furnished to the and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Signature Date Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 President/CEO President/CEO MacKay Sposito, LLC MacKay Sposito, LLC City of Pasco, WSDOT, 24 596 Agency Agency Official City of Pasco MacKay Sposito Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 182 of 257 Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions I.The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: A.Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; B.Have not within a three (3) year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State anti-trust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C.Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and D.Have not within a three (3) year period preceding this application / proposal had one or more public transactions (Federal, State and local) terminated for cause or default. II.Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant (Firm Name) Signature (Authorized Official of Consultant) Date Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 MacKay Sposito, LLC 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 7/23/2025 Page 183 of 257 Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1.No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment, or modification of Federal contract, grant, loan or cooperative AGREEMENT. 2.If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit Standard Form - LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000.00, and not more than $100,000.00, for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier sub-contracts, which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly. Consultant (Firm Name) Signature (Authorized Official of Consultant) Date Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 MacKay Sposito, LLC 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 7/23/2025 Page 184 of 257 Exhibit G-4 Certificate of Current Cost or Pricing Data This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in section 2.101 of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.403-4) submitted, either actually or by specific identification in writing, to the Contracting Officer or to the Contracting Officer ’s representative in support of * are accurate, complete, and current **as of . This certification includes the cost or pricing data supporting any advance AGREEMENT’s and forward pricing rate AGREEMENT’s between the offer or and the Government that are part of the proposal. Firm: Signature Title Date of Execution***: *Identify the proposal, quotation, request for pricing adjustment, or other submission involved, giving the appropriate identifying number (e.g. project title.) **Insert the day, month, and year, when price negotiations were concluded and price AGREEMENT was reached. ***Insert the day, month, and year, of signing, which should be as close as practicable to the date when the price negotiations were concluded and the contract price was agreed to. Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 July 18, 2025 Lewis Street Pavement Preservation MacKay Sposito, LLC 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 7/23/2025 Page 185 of 257 Exhibit I Alleged Consultant Design Error Procedures The purpose of this exhibit is to establish a procedure to determine if a consultant’s alleged design error is of a nature that exceeds the accepted standard of care. In addition, it will establish a uniform method for the resolution and/or cost recovery procedures in those instances where the agency believes it has suffered some material damage due to the alleged error by the consultant. Step 1 Potential Consultant Design Error(s) is Identified by Agency’s Project Manager At the first indication of potential consultant design error(s), the first step in the process is for the Agency’s project manager to notify the Director of Public Works or Agency Engineer regarding the potential design error(s). For federally funded projects, the Region Local Programs Engineer should be informed and involved in these procedures. (Note: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly involved in the project, to be responsible for the remaining steps in these procedures.) Step 2 Project Manager Documents the Alleged Consultant Design Error(s) After discussion of the alleged design error(s) and the magnitude of the alleged error(s), and with the Director of Public Works or Agency Engineer’s concurrence, the project manager obtains more detailed documentation than is normally required on the project. Examples include: all decisions and descriptions of work; photographs, records of labor, materials and equipment. Step 3 Contact the Consultant Regarding the Alleged Design Error(s) If it is determined that there is a need to proceed further, the next step in the process is for the project manager to contact the consultant regarding the alleged design error(s) and the magnitude of the alleged error(s). The project manager and other appropriate agency staff should represent the agency and the consultant should be represented by their project manager and any personnel (including sub-consultants) deemed appropriate for the alleged design error(s) issue. Step 4 Attempt to Resolve Alleged Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the consultant’s alleged design error(s), there are three possible scenarios: It is determined via mutual agreement that there is not a consultant design error(s). If this is the case, then the process will not proceed beyond this point. It is determined via mutual agreement that a consultant design error(s) occurred. If this is the case, then the Director of Public Works or Agency Engineer, or their representatives, negotiate a settlement with the consultant. The settlement would be paid to the agency or the amount would be reduced from the consultant’s agreement with the agency for the services on the project in which the design error took place. The agency is to provide LP, through the Region Local Programs Engineer, a summary of the settlement for review and to make adjustments, if any, as to how the settlement affects federal reimbursements. No further action is required. There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step 5. Agreement Number: Exhibit I - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 2 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 186 of 257 Step 5 Forward Documents to Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Local Programs Engineer to LP for their review and consultation with the FHWA. LP will meet with representatives of the agency and the consultant to review the alleged design error(s), and attempt to find a resolution to the issue. If necessary, LP will request assistance from the Attorney General’s Office for legal interpretation. LP will also identify how the alleged error(s) affects eligibility of project costs for federal reimbursement. If mutual agreement is reached, the agency and consultant adjust the scope of work and costs to reflect the agreed upon resolution. LP, in consultation with FHWA, will identify the amount of federal participation in the agreed upon resolution of the issue. If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration or by litigation. Agreement Number: Exhibit I - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 2 of 2 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 187 of 257 Exhibit J Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant’s claim(s) are a total of $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant’s claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 Consultant Files a Claim with the Agency Project Manager If the consultant determines that they were requested to perform additional services that were outside of the agreement’s scope of work, they may be entitled to a claim. The first step that must be completed is the request for consideration of the claim to the Agency’s project manager. The consultant’s claim must outline the following: •Summation of hours by classification for each firm that is included in the claim; Any correspondence that directed the consultant to perform the additional work; Timeframe of the additional work that was outside of the project scope; •Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; and Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 Review by Agency Personnel Regarding the Consultant’s Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency’s project manager. The project manager will review the consultant’s claim and will met with the Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project’s funding, forward a copy of the consultant’s claim and the Agency’s recommendation for federal participation in the claim to the WSDOT Local Programs through the Region Local Programs Engineer. If the claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Local Programs (if applicable), and FHWA (if applicable) agree with the consultant’s claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. If the Agency does not agree with the consultant’s claim, proceed to step 3 of the procedures. Agreement Number: Exhibit J - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 1 of 2 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 188 of 257 Step 3 Preparation of Support Documentation Regarding Consultant’s Claim(s) If the Agency does not agree with the consultant’s claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: Copy of information supplied by the consultant regarding the claim; •Agency’s summation of hours by classification for each firm that should be included in the claim; Any correspondence that directed the consultant to perform the additional work; •Agency’s summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; •Explanation regarding those areas in which the Agency does/does not agree with the consultant’s claim(s); Explanation to describe what has been instituted to preclude future consultant claim(s); and Recommendations to resolve the claim. Step 4 Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Local Programs and FHWA regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 Informing Consultant of Decision Regarding the Claim The Director of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant’s claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 Preparation of Supplement or New Agreement for the Consultant’s Claim(s) The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. Agreement Number: Exhibit J - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02/01/2021 Page 2 of 2 24 596 Docusign Envelope ID: C7E28475-2C83-4421-B2F5-0C40883CD050 Page 189 of 257 Pasco City Council July 28, 2025 Workshop Pa g e 1 9 0 o f 2 5 7 Professional Services Agreement with MacKay Sposito for Engineering Services for the Lewis Street Pavement Preservation Project July 28, 2025 Pasco City Council Pa g e 1 9 1 o f 2 5 7 Project Overview •Taper Mill •2” Overlay •Localized asphalt repairs •Striping •ADA upgradesPa g e 1 9 2 o f 2 5 7 Professional Services Agreement Scope of Work •Design Phase •Project Management •Surveying •Environmental Permitting •Design – 30%, 60%, 90%, 100% •Geotechnical Engineering by GeoProfessional Innovation Corp.*** •Bidding Assistance •Right-of-Way Phase by Commonstreet Consulting*** •Preliminary Activities •Project Management •Valuation, Negotiations, Acquisitions, and Certification •Construction Phase •Record Drawing Preparation ***Subconsultant Work Pa g e 1 9 3 o f 2 5 7 Revenue vs. Expenditures Staff recommends approval of scope and fee for engineering services by MacKay Sposito for a total of $649,447.75 Revenue Secured Funding Amount National Highway Performance Program [NHPP] (Federal)$4,714,000.00 Fund 130 [Overlay] (local)$532,000.00 TOTAL $5,246,000.00 Planned Expenditures Phase Amount Preliminary Engineering (PE)$707,041.53 Right-of-Way (ROW)$250,000.00 Construction (CN)$4,288,958.57 TOTAL $5,246,000.00 Pa g e 1 9 4 o f 2 5 7 Questions? Pa g e 1 9 5 o f 2 5 7 AGENDA REPORT FOR: City Council July 23, 2025 TO: Dave Zabell, Interim City Manager City Council Workshop Meeting: 7/28/25 FROM: Haylie Miller, Director Community & Economic Development SUBJECT: Resolutions - Approving two (2) Developer Reimbursement Agreements with RP Development, LLC (5 minute staff presentation) I. ATTACHMENT(S): Resolutions Exhibit-Development Reimbursement Agreements Presentation II. ACTION REQUESTED OF COUNCIL / STAFF RECOMMENDATIONS: Discussion/Presentation only III. FISCAL IMPACT: N/A IV. HISTORY AND FACTS BRIEF: As a condition of development, RP Development, LLC (the developer) was required to construct certain public improvements that also benefit adjacent or nearby Developer separate two The developer properties. submitted Reimbursement (Latecomer) Agreement applications for street system improvements with the intent of recovering the portion of costs attributable to those other benefiting properties. During the construction of the Barker Ranch project, the developer installed three-quarter-width road improvements along both Road 104 and Road 108, fulfilling the concurrency development standards requirements of the Pasco Municipal Code (PMC) Subsection 12.36.050(1)(a). Three (3) parcels not part of the Barker Ranch plat receive benefit from these improvements: one adjacent to Road 104 and two (2) adjacent to Road 108. The aforementioned improvements have been accepted by the City, and final Page 196 of 257 cost documentation submitted by the developer has been reviewed and confirmed by staff as accurate and eligible. V. DISCUSSION: The Revised Code of Washington (RCW) 35.72 authorizes municipalities to enter into agreements with developers who construct street system for provides also statute The improvements own their at expense. reimbursement on an equitable basis by subsequently benefiting property owners. The PMC Chapter 14.25 aligns with this RCW and outlines the process by which a developer may enter into a reimbursement agreement with the City. Once executed, the City may collect proportional assessments from other properties that directly benefit from the improvements and reimburse the developer accordingly at such time that the property owner receives a building or development permit for real property. If approved, the reimbursement agreement will be in effect for a period of 15 years. Staff recommends that City Council consider approval of the two (2) Developer Reimbursement Agreements with RP Development, LLC for street system improvements along Road 104 and Road 108. Page 197 of 257 Resolution – Dev Reimbursement Agr. - 1 RESOLUTION NO. _________ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, AUTHORIZING A STREET SYSTEM DEVELOPER REIMBURSEMENT (LATECOMER) AGREEMENT WITH RP DEVELOPMENT, LLC FOR THE CONSTRUCTION OF STREET IMPROVEMENTS OF ROAD 104. WHEREAS, RCW 35.72 and Section 14.25 of the Pasco Municipal Code (PMC) provides a statutory framework for developers to enter developer reimbursement agreements when the developer, as a condition of development, pays the costs of necessary infrastructure improvements; and WHEREAS, RP Development, LLC has submitted a complete and accurate application for a street system developer reimbursement agreement; and WHEREAS, the PMC Subsection 14.25.030(4) requires the Public Works Director, within 28 days of receipt of a developer reimbursement application to provide notice to the developer whether the application is complete or needs to be supplemented or amended within 30 days of such notice unless extended within the Public Works Director discretion; and WHEREAS, the City shall provide notice of its intent to participate in any developer reimbursement agreement to the public; and WHEREAS, the City shall also provide notice of its preliminary assessment reimbursement area (those to repay the latecomer debt) to provide the property owners within the preliminary assessment area the opportunity to request the matter be submitted to a public hearing, within 20 days of date of mailing of the notice, before Council action; and WHEREAS, the City mailed notices of the preliminary assessment and reimbursement to the property owners within the preliminary reimbursement area on February 10, 2023 and did not receive in writing a request for a hearing before council; and WHEREAS, street system improvements include infrastructure projects related to City transportation network which is required to be constructed as a prerequisite of continued development; and WHEREAS, street developer reimbursement agreements shall meet the development criteria as detailed in the PMC Subsection 14.25.030(2)(b); and WHEREAS, RP Development, LLC agrees to payment of project costs, including legal and administrative costs, as set forth in the Developer Reimbursement Agreement, attached hereto as Exhibit A. Page 198 of 257 Resolution – Dev Reimbursement Agr. - 2 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the Interim City Manager is authorized to execute the developer reimbursement agreement for street system, a copy of which is attached hereto and incorporated herein by reference as Exhibit A. Be It Further Resolved, that the Interim City Manager be authorized to make minor substantive changes to the developer reimbursement agreement as needed. Be It Further Resolved, that this resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington, on this ___ day of _____, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 199 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 1 of 9 EXHIBIT A FILED FOR RECORD AT REQUEST OF: City of Pasco, Washington WHEN RECORDED RETURN TO: City of Pasco, Washington 525 North 3rd Avenue Pasco, WA 99301 Developers Tax Parcel No.: 115180078 AGRMT2022-008 Additional Parcels and Full Legal Descriptions attached hereto as Exhibit (A) CITY OF PASCO DEVELOPER REIMBURSEMENT AGREEMENT THIS AGREEMENT, made and entered into this day of , 2025, by and between the City of Pasco, a Municipal Corporation of the State of Washington, hereinafter referred to as “City”, and RP Development, LLC, their successors and assigns, hereinafter referred to as “Developer”; and WHEREAS, RCW Chapter 35.72 and PMC 14.25 authorize contracts between a municipality and the owners of real estate within the municipality’s corporate limits or within ten (10) miles of the municipality’s corporate limits, who construct Street facilities to serve their own properties and other properties, whereby such owners and municipalities may be reimbursed by the owners of other real property who did not contribute to the original cost of the construction of the facilities, but who later desire to connect their properties to said facilities. NOW, THEREFORE, the parties hereby mutually agree as follows: 1. Developer has constructed the following described extension of City’s facilities: A ¾ roadway section of Road 104 R/W beginning at the existing edge of pavement on the northern side of Burns Road and extending approximately 873’ north, terminating at the northern property line of Franklin County Parcel No. 115180078. The improvements have been constructed in accordance with plans and specifications approved by City prior to construction and Developer has supplied City with reproducible as-built drawings regarding the facilities. Page 200 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 2 of 9 2. The improvements have been constructed in accordance with plans and specifications approved by City prior to construction and Developer has supplied City with reproducible as-built drawings regarding the facilities. 3. In addition to serving properties owned by Developer at the outset of construction, the facilities constructed will also serve the following described parcels of real property, and any subdivisions of such parcels, that did not contribute to the cost of the facilities construction, hereinafter referred to in aggregate as the "Assessment Area", which is determined at the sole discretion of the City, and which are identified and legally described in Exhibit A. 4. As the facilities have been construction in accordance with City Codes and Standards, applicant obtained all permits required by the City’s Codes and Standards. The work is physically complete and inspected by the City as required by the Public Works Director, or his designee. Developer agrees to convey such facilities to City for the consideration and benefits of City. Upon issuance of Warranty Letter the City will thereafter own and operate said facilities subject to all of the laws and regulations, fees and assessments of City. 5. City and Developer agree that Developer’s contributions to the total project costs is shown in Exhibit B, which is allowed by statute to include costs for the design, construction engineering, inspection, construction, administrative, legal and other costs attributable to the project. 6. City and Developer agree that the City’s contributions to the total project costs is or will be valued at $0.00, which includes costs for the design, construction engineering, inspection, construction, administrative, legal and other costs attributable to the project. 7. City and Developer agree that the Total Assessment that is attributed to the Assessment Area is shown in Exhibit C. City and Developer agree that Developer is entitled to a potential total reimbursement, less any collection charges deducted by the City, of a maximum of total assessment as shown in Exhibit B. 8. The facilities subject to this Agreement are included within the City's Transportation System Master Plan, and no additional approval for the street improvements was required. 9. Execution of this Agreement is conditioned upon: A. Inspection and approval of the utility system improvements by the City; B. Full compliance with the Developer’s obligations under this Agreement and with the City’s rules and regulations with respect to the project described in Section 1. Page 201 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 3 of 9 C. The Developer shall pay all of the City’s costs associated with processing this latecomer agreement including, but not limited to, engineering costs as set forth in Chapter 3.35 PMC, and the actual legal, recording, and administration costs. D. City verification and approval of all contracts and costs related to the utility system improvements; and E. Within one hundred and twenty (120) days of the completion of the street improvements, Developer must submit the total actual cost of the street improvements to the City. 10. Developer agreements associated with street system improvements shall be valid for a period not to exceed 15 years from the effective date of the agreement. While a developer agreement is valid, any person, firm or corporation now or hereafter owning benefitted properties described below, or segregated parcels thereof, desiring to connect to the described facilities, shall first pay their pro-rata share of the total cost of the facilities (“Total Assessment”). For this project, the Total Assessment is shown in Exhibit B. The individual Assessment associated with each parcel of benefited property described in this Agreement shall be charged to the property owner as shown in Exhibit B. 11. No person, firm or corporation shall be granted a permit or be authorized by City to connect to or use the referenced facilities during the period of time prescribed in Paragraph 10 above without first paying to City, in addition to any and all other costs, assessments and charges made and assessed for such tap or use, the amount required by the provisions of this contract. 12. The City shall deduct from all assessment reimbursement payments it collects; an amount (collection charge) as designated in Pasco Municipal Code (“PMC”) 3.35.180 to cover its administrative collection costs. After deduction of the collection charge, each reimbursement assessment payment will be disbursed to the Developer according to the terms of this Agreement. Any amounts so collected during the time period in Paragraph 10 above by City and due to Developer, shall be remitted to Developer or assigns within sixty (60) days of the receipt thereof, in accordance with this Agreement. 13. Developer agrees to indemnify, defend and hold the City harmless from any action, claim or proceeding brought or maintained by any property owner challenging the validity or enforceability of this Agreement. In turn, the City agrees to cooperate with the Developer in the course of any such claim, proceeding or action to provide reasonable and lawful access to City records and witnesses. Page 202 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 4 of 9 14. Any funds collected by City and payable to Developer in accordance with the terms of this contract shall be remitted to Developer at the following address: Paul Lavrentiev RP Development, LLC 105609 Wiser Parkway Kennewick, WA 99338 15. In accordance with Pasco Municipal Code Section 14.25.60(2), Developer shall provide to the City in writing every two (2) years from the date this Agreement was executed, information regarding the current contact name, address, and telephone number of the person, company or partnership that originally entered into the Agreement. If the Developer fails to comply with the notification requirements within sixty (60) days of the specified time, then City may collect any reimbursement funds owed to the Developer under this Agreement, and such funds shall be deposited into the capital expenditure account of the City’s utility or street fund. 16. If prior to the expiration of one (1) year after the date of conveyance of the facilities by Developer to City (issuance of Warranty Letter), any work is found to be defective, Developer shall promptly and without cost to City, either correct such defective work or, if it has been rejected by City, remove and replace it with non-defective work. If Developer does not promptly comply with the terms of such instructions, City may have the defective work corrected or the rejected work removed and replaced and all direct and indirect costs of such removal and replacement, including compensation for professional services, shall be withheld from the reimbursement assessment payments that are due to Developer. 17. Developer agrees that once the City has collected all amounts under this Agreement, up to a maximum as shown in Exhibit B of this Agreement and remitted such amount (less any collection charges) to Developer, that City shall remit to Developer no further payments under this contract. 18. Developer hereunder is an independent contractor and is not an agent or employee of City. 19. The contract must be recorded in the appropriate county auditor's office within 30 days of its final execution. 20. In the event of a dispute between the parties regarding the interpretation, breach or enforcement of this Agreement, the parties shall first meet in a good faith effort to resolve the dispute by themselves or with the assistance of a mediator. The remaining dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, the Mandatory Rules of Arbitration (MAR), with all parties waiving the right of a jury trial upon de novo review, with the substantially prevailing party being awarded its reasonable attorney fees and costs against the other. Page 203 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 5 of 9 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written. CITY OF PASCO, WASHINGTON Dave Zabell, Interim City Manager DEVELOPER - RP Development, LLC Name Title ATTEST: Debra C. Barham, City Clerk APPROVED AS TO FORM: Kerr Ferguson Law, PLLC, City Attorney Page 204 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 6 of 9 STATE OF WASHINGTON ) : ss COUNTY OF FRANKLIN ) On this day personally appeared before me Dave Zabell, Interim City Manager of the City of Pasco, Washington, described in and who executed the within and foregoing instrument, and acknowledged that he signed the same as his free and voluntary act and deed for the uses and purposes therein mentioned. GIVEN under my hand and official seal this day of , 2025. (Seal) Notary Public in and for the State of Washington Print Name: Residing at My Commission Expires: STATE OF WASHINGTON ) : ss COUNTY OF FRANKLIN ) On this day personally appeared before me , for RP Development, LLC, to be known to be the individual described in and who executed the within and foregoing instrument and acknowledged that he signed the same as his free and voluntary act and deed for the uses and purposes therein mentioned. GIVEN under my hand and official seal this day of , 2025. (Seal) Notary Public in and for the State of Washington Print Name: Residing at My Commission Expires: Page 205 of 257 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 7 of 9 EXHIBIT A DEVELOPERS PARCEL 115-180-078 RETIRED 5/9/24* NEW 115-180-301 THRU 115-180-403 SHORT PLAT 2020-22 LOT 5 BENEFITTING PARCELS 115-180-069 THAT PARCEL OF LAND BEING A PORTION LOT 3 OF SHORT PLAT 2019-09 AS RECORDED UNDER VOLUME 2 OF SHORT PLATS AT PAGE 246, RECORDS OF FRANKLIN COUNTY, WASHINGTON, BEING A PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 6, TOWNSHIP 9 NORTH, RANGE 29 EAST, WILLAMETTE MERIDIAN, FRANKLIN COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS; SAID LOT 3 EXCEPT THE FOLLOWING DESCRIBED PORTION THEREOF; BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 3; THENCE SOUTH 89°22’40” WEST ALONG THE SOUTH LINE OF SAID LOT 3, 106.59 FEET; THENCE NORTH 00°37’20” WEST, 64.00 FEET; THENCE SOUTH 89°22’40” WEST, 16.19 FEET; THENCE NORTH 00°56’46” EAST, 465.07 FEET; THENCE NORTH 89°25’51” EAST, 35.64 FEET; THENCE NORTH 00°34’09” WEST, 48.97 FEET TO THE NORTH LINE OF SAID LOT 3; THENCE NORTH 89°25’51” EAST ALONG THE NORTH LINE OF SAID LOT 3, 90.11 FEET TO THE NORTHEAST CORNER THEREOF; THENCE SOUTH 00°56’22” WEST ALONG THE EAST LINE OF SAID LOT 3, 577.96 FEET TO THE POINT OF BEGINNING; ADJ LOT 3 PER RS-1970842 115-180-055 N2SE4SE4 6-9-29 EXC PTN FOR CO RD R/W (1729792) Page 206 of 257 BARKER RANCH EX H I B I T B AGRMT2022-008s Improvement ROAD 104 STREET Build Length (LF) (Calc. Method) 859 Total Estimated Cost of Improvement $80,729.21 Benefit Area Parcel #, Owner Permit # Parcel Frontage [FT] Allocation of Cost [%] = [(Individual Parcel Frontage [FT])/(Total Parcel Frontage [FT])] Allocation of Cost [$] = (Allocation of Cost [%])*(Total Estimate) 115180078 Pro Made Construction, LLC (Developer) 859.00 66.67% $ 53,819.74 115180069 Burns-Pasco, LLC LC23-0003 576.00 20.17% $ 16,282.27 115180055 Alford Enterprises, LLC LC23-0004 283.00 13.16% $ 10,627.19 TOTALS: 1718.00 100.00% $ 80,729.21 LATECOMER AMOUNT: $ 80,729.21 RP DE V E L O P M E N T LL C BA R K E R RA N C H RD 10 4 ST R E E T AG R M T 2 0 2 2 -00 8 De v e l o p e r Se r v i c e s Ag r e e m e n t Ve r s i o n 2 . 1 9 . 2 0 2 5 Pa g e 8 of 9 Pa g e 2 0 7 o f 2 5 7 RP DEVELOPMENT LLC BARKER RANCH RD 104 STREET AGRMT2022-008 Developer Services Agreement Version 2.19.2025 Page 9 of 9 EXHIBIT C Page 208 of 257 Resolution – Dev Reimbursement Agr. - 1 RESOLUTION NO. _________ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, AUTHORIZING A STREET SYSTEM DEVELOPER REIMBURSEMENT (LATECOMER) AGREEMENT WITH RP DEVELOPMENT, LLC FOR THE CONSTRUCTION OF STREET IMPROVEMENTS OF ROAD 108. WHEREAS, RCW 35.72 and Section 14.25 of the Pasco Municipal Code (PMC) provides a statutory framework for developers to enter developer reimbursement agreements when the developer, as a condition of development, pays the costs of necessary infrastructure improvements; and WHEREAS, RP Development, LLC has submitted a complete and accurate application for a street system developer reimbursement agreement; and WHEREAS, the PMC Subsection 14.25.030(4) requires the Public Works Director, within 28 days of receipt of a developer reimbursement application to provide notice to the developer whether the application is complete or needs to be supplemented or amended within 30 days of such notice unless extended within the Public Works Director discretion; and WHEREAS, the City shall provide notice of its intent to participate in any developer reimbursement agreement to the public; and WHEREAS, the City shall also provide notice of its preliminary assessment reimbursement area (those to repay the latecomer debt) to provide the property owners within the preliminary assessment area the opportunity to request the matter be submitted to a public hearing, within 20 days of date of mailing of the notice, before Council action; and WHEREAS, the City mailed notices of the preliminary assessment and reimbursement to the property owners within the preliminary reimbursement area on February 15, 2023, and did not receive in writing a request for a hearing before council; and WHEREAS, street system improvements include infrastructure projects related to City transportation network which is required to be constructed as a prerequisite of continued development; and WHEREAS, street developer reimbursement agreements shall meet the development criteria as detailed in the PMC Subsection 14.25.030(2)(b); and WHEREAS, RP Development, LLC agrees to payment of project costs, including legal and administrative costs, as set forth in the Developer Reimbursement Agreement, attached hereto as Exhibit A. Page 209 of 257 Resolution – Dev Reimbursement Agr. - 2 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the Interim City Manager is authorized to execute the developer reimbursement agreement for street system, a copy of which is attached hereto and incorporated herein by reference as Exhibit A. Be It Further Resolved, that the Interim City Manager be authorized to make minor substantive changes to the developer reimbursement agreement as needed. Be It Further Resolved, that this resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington, on this ___ day of _____, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 210 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 1 of 10 Exhibit A FILED FOR RECORD AT REQUEST OF: City of Pasco, Washington WHEN RECORDED RETURN TO: City of Pasco, Washington 525 North 3rd Avenue Pasco, WA 99301 Developers Tax Parcel No.: 115180077 AGRMT2022-009 Additional Parcels and Full Legal Descriptions attached hereto as Exhibit (A) CITY OF PASCO DEVELOPER REIMBURSEMENT AGREEMENT THIS AGREEMENT, made and entered into this day of , 2025, by and between the City of Pasco, a Municipal Corporation of the State of Washington, hereinafter referred to as “City”, and Pro Made Construction, LLC, their successors and assigns, hereinafter referred to as “Developer”; and WHEREAS, RCW Chapter 35.72 and PMC 14.25 authorize contracts between a municipality and the owners of real estate within the municipality’s corporate limits or within ten (10) miles of the municipality’s corporate limits, who construct Street facilities to serve their own properties and other properties, whereby such owners and municipalities may be reimbursed by the owners of other real property who did not contribute to the original cost of the construction of the facilities, but who later desire to connect their properties to said facilities. NOW, THEREFORE, the parties hereby mutually agree as follows: 1. Developer has constructed the following described extension of City’s facilities: The installation of ¾ roadway section improvements for the newly constructed Road 108 that begins at the northern edge of Burns Road and extends northerly terminating at the intersection of Barker Ranch Roadway and Kokanee Drive. The westerly 10-feet built across the roadway centerline is being assessed to the benefitting parcels. The improvements have been constructed in accordance with plans and specifications approved by City prior to construction and Developer has supplied City with reproducible as-built drawings regarding the facilities. Page 211 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 2 of 10 2. The improvements have been constructed in accordance with plans and specifications approved by City prior to construction and Developer has supplied City with reproducible as-built drawings regarding the facilities. 3. In addition to serving properties owned by Developer at the outset of construction, the facilities constructed will also serve the following described parcels of real property, and any subdivisions of such parcels, that did not contribute to the cost of the facilities construction, hereinafter referred to in aggregate as the "Assessment Area", which is determined at the sole discretion of the City, and which are identified and legally described in Exhibit A. 4. As the facilities have been construction in accordance with City Codes and Standards, applicant obtained all permits required by the City’s Codes and Standards. The work is physically complete and inspected by the City as required by the Public Works Director, or his designee. Developer agrees to convey such facilities to City for the consideration and benefits of City. Upon issuance of Warranty Letter the City will thereafter own and operate said facilities subject to all of the laws and regulations, fees and assessments of City. 5. City and Developer agree that Developer’s contributions to the total project costs is shown in Exhibit B, which is allowed by statute to include costs for the design, construction engineering, inspection, construction, administrative, legal and other costs attributable to the project. 6. City and Developer agree that the City’s contributions to the total project costs is or will be valued at $0.00, which includes costs for the design, construction engineering, inspection, construction, administrative, legal and other costs attributable to the project. 7. City and Developer agree that the Total Assessment that is attributed to the Assessment Area is shown in Exhibit C. City and Developer agree that Developer is entitled to a potential total reimbursement, less any collection charges deducted by the City, of a maximum of total assessment as shown in Exhibit B. 8. The facilities subject to this Agreement are included within the City's Transportation System Master Plan, and no additional approval for the street improvements was required. 9. Execution of this Agreement is conditioned upon: A. Inspection and approval of the utility system improvements by the City; B. Full compliance with the Developer’s obligations under this Agreement and with the City’s rules and regulations with respect to the project described in Section 1. Page 212 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 3 of 10 C. The Developer shall pay all of the City’s costs associated with processing this latecomer agreement including, but not limited to, engineering costs as set forth in Chapter 3.35 PMC, and the actual legal, recording, and administration costs. D. City verification and approval of all contracts and costs related to the utility system improvements; and E. Within one hundred and twenty (120) days of the completion of the street improvements, Developer must submit the total actual cost of the street improvements to the City. 10. Developer agreements associated with street system improvements shall be valid for a period not to exceed 15 years from the effective date of the agreement. While a developer agreement is valid, any person, firm or corporation now or hereafter owning benefitted properties described below, or segregated parcels thereof, desiring to connect to the described facilities, shall first pay their pro-rata share of the total cost of the facilities (“Total Assessment”). For this project, the total assessment is shown in Exhibit B. The individual Assessment associated with each parcel of benefited property described in this Agreement shall be charged to the property owner as shown in Exhibit B. 11. No person, firm or corporation shall be granted a permit or be authorized by City to connect to or use the referenced facilities during the period of time prescribed in Paragraph 10 above without first paying to City, in addition to any and all other costs, assessments and charges made and assessed for such tap or use, the amount required by the provisions of this contract. 12. The City shall deduct from all assessment reimbursement payments it collects; an amount (collection charge) as designated in Pasco Municipal Code (“PMC”) 3.35.180 to cover its administrative collection costs. After deduction of the collection charge, each reimbursement assessment payment will be disbursed to the Developer according to the terms of this Agreement. Any amounts so collected during the time period in Paragraph 10 above by City and due to Developer, shall be remitted to Developer or assigns within sixty (60) days of the receipt thereof, in accordance with this Agreement. 13. Developer agrees to indemnify, defend and hold the City harmless from any action, claim or proceeding brought or maintained by any property owner challenging the validity or enforceability of this Agreement. In turn, the City agrees to cooperate with the Developer in the course of any such claim, proceeding or action to provide reasonable and lawful access to City records and witnesses. Page 213 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 4 of 10 14. Any funds collected by City and payable to Developer in accordance with the terms of this contract shall be remitted to Developer at the following address: Paul Lavrentiev, Managing Member Pro Made Construction LLC 105609 Wiser Parkway, Kennewick, WA 99338 Phone Number: 509-392-7080 Email: paul@infinityhomesofwa.com 15. In accordance with Pasco Municipal Code Section 14.25.60(2), Developer shall provide to the City in writing every two (2) years from the date this Agreement was executed, information regarding the current contact name, address, and telephone number of the person, company or partnership that originally entered into the Agreement. If the Developer fails to comply with the notification requirements within sixty (60) days of the specified time, then City may collect any reimbursement funds owed to the Developer under this Agreement, and such funds shall be deposited into the capital expenditure account of the City’s utility or street fund. 16. If prior to the expiration of one (1) year after the date of conveyance of the facilities by Developer to City (issuance of Warranty Letter), any work is found to be defective, Developer shall promptly and without cost to City, either correct such defective work or, if it has been rejected by City, remove and replace it with non-defective work. If Developer does not promptly comply with the terms of such instructions, City may have the defective work corrected or the rejected work removed and replaced and all direct and indirect costs of such removal and replacement, including compensation for professional services, shall be withheld from the reimbursement assessment payments that are due to Developer. 17. Developer agrees that once the City has collected all amounts under this Agreement, up to a maximum as shown in Exhibit B of this Agreement and remitted such amount (less any collection charges) to Developer, that City shall remit to Developer no further payments under this contract. 18. Developer hereunder is an independent contractor and is not an agent or employee of City. 19. The contract must be recorded in the appropriate county auditor's office within 30 days of its final execution. 20. In the event of a dispute between the parties regarding the interpretation, breach or enforcement of this Agreement, the parties shall first meet in a good faith effort to resolve the dispute by themselves or with the assistance of a mediator. The remaining dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, the Mandatory Rules of Arbitration (MAR), with all parties waiving the right of a jury trial upon de novo review, Page 214 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 5 of 10 with the substantially prevailing party being awarded its reasonable attorney fees and costs against the other. Page 215 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 6 of 10 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written. CITY OF PASCO, WASHINGTON Dave Zabell, Interim City Manager DEVELOPER - Pro Made Construction, LLC Name Title ATTEST: Debra C. Barham, City Clerk APPROVED AS TO FORM: Kerr Ferguson Law, PLLC, City Attorney Page 216 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 7 of 10 STATE OF WASHINGTON ) : ss COUNTY OF FRANKLIN ) On this day personally appeared before me Dave Zabell, Interim City Manager of the City of Pasco, Washington, described in and who executed the within and foregoing instrument, and acknowledged that he signed the same as his free and voluntary act and deed for the uses and purposes therein mentioned. GIVEN under my hand and official seal this day of , 2025. (Seal) Notary Public in and for the State of Washington Print Name: Residing at My Commission Expires: STATE OF WASHINGTON ) : ss COUNTY OF FRANKLIN ) On this day personally appeared before me , for Pro Made Construction, LLC, to be known to be the individual described in and who executed the within and foregoing instrument and acknowledged that he signed the same as his free and voluntary act and deed for the uses and purposes therein mentioned. GIVEN under my hand and official seal this day of , 2025. (Seal) Notary Public in and for the State of Washington Print Name: Residing at My Commission Expires: Page 217 of 257 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 8 of 10 EXHIBIT A DEVELOPERS PARCEL 115-180-078 RETIRED 5/9/24* NEW 115-180-301 THRU 115-180-403 SHORT PLAT 2020-22 LOT 5 BENEFITTING PARCELS 115-180-042 SHORT PLAT 2016-14 LOT 1 LESS PORTION DEEDED TO FRANKLIN COUNTY FOR ROAD RIGHT OF WAY Page 218 of 257 Barker Ranch EX H I B I T B AGREEMENT NO. AGRMT2023-007 Improvement STREETS, ROAD 108 Total Frontage 939 Total Estimated Cost of Improvement $105,058.85 Benefit Area Parcel #, Owner PERMIT # Parcel Frontage [FT] Allocation of Cost [%] = [(Individual Parcel Frontage [FT])/(Total Parcel Frontage [FT])] Allocation of Cost [$] = (Allocation of Cost [%])*(Total Estimate) 115-180-078 PRO MADE CONSTRUCTION LLC (DEVELOPER) N/A 939.00 66.67% $ 70,042.74 115-180-042 PASCO SCHOOL DISTRICT #1 LC23-0009 775.00 33.33% $ 35,016.11 TOTALS: 1714.00 100.00% $ 105,058.85 LATECOMER AMOUNT: $ 105,058.85 PR O MA D E CO N S T R U C T I O N LL C BA R K E R RA N C H 1 ST AD D I T I O N RD 10 8 ST R E E T AG R M T 2 0 2 2 -00 9 De v e l o p e r Se r v i c e s Ag r e e m e n t Ve r s i o n 2 . 1 9 . 2 0 2 5 Pa g e 9 of 10 Pa g e 2 1 9 o f 2 5 7 PRO MADE CONSTRUCTION LLC BARKER RANCH 1ST ADDITION RD 108 STREET AGRMT2022-009 Developer Services Agreement Version 2.19.2025 Page 10 of 10 EXHIBIT C Page 220 of 257 July 28, 2025 Pasco City Council Workshop Pa g e 2 2 1 o f 2 5 7 Developer Reimbursement Agreements –Barker Ranch- Road 104/108 Street Improvements July 28, 2025 Pasco City Council Pa g e 2 2 2 o f 2 5 7 General Information 3 Pa g e 2 2 3 o f 2 5 7 What is a Developer’s Reimbursement agreement? 4 • When a developer builds a public street at their own expense that benefits other property owners, they can be reimbursed. •In order for the developer to collect the proportionate share from benefiting property owners, the developer must enter into a Developer’s Reimbursement Agreement with the City. •Benefitting property owners help repay the cost of the initial investment. Pa g e 2 2 4 o f 2 5 7 Legal Framework 5 • RCW 35.72: State law allows reimbursement of cost for street improvements. • PMC 14.25: Pasco’s local code that follows state law. • These rules ensure that costs are shared fairly among those who benefit. Pa g e 2 2 5 o f 2 5 7 Barker Ranch Road 104/108 Street -Developer Reimbursement Agreements 6 Pa g e 2 2 6 o f 2 5 7 Barker Ranch Road 104 Street Improvement Project 7 • RP Development build street improvements in the Road 104 right of way, north of Burns Road. • These improvements support future development. •Street improvements built: •Engineered Road Base ≈ 28,000 SF of crushed surface base course (6”) and crushed surface top course (2”). •Hot Mix Asphalt Driving Lanes ≈ 28,000 SF of 2.5” HMA providing two full driving lanes. Pa g e 2 2 7 o f 2 5 7 Barker Ranch Road 104 Street Improvement Project 8 Pa g e 2 2 8 o f 2 5 7 Barker Ranch Road 108 Street Improvement Project 9 • RP Development build street improvements in the Road 108 right of way, north of Burns Road. • These improvements support future development. •Street improvements built: •Engineered Road Base ≈ 28,000 SF of crushed surface base course (6”) and crushed surface top course (2”). •Hot Mix Asphalt Driving Lanes ≈ 28,000 SF of 2.5” HMA providing two full driving lanes. Pa g e 2 2 9 o f 2 5 7 Barker Ranch Road 108 Street Improvement Project 10 Pa g e 2 3 0 o f 2 5 7 Summary and Next Steps 11 Pa g e 2 3 1 o f 2 5 7 Summary and Next Steps 12 •RP Development invested in street improvements to support future growth. • Reimbursement Agreements allow developers to recover part of the costs from benefitting property owners. • Developer Reimbursement Agreements are executed by the City Manager. • Staff recommends approval of the Resolutions authorizing the City Manager to execute 2 Developer Reimbursement Agreements Pa g e 2 3 2 o f 2 5 7 Questions? Pa g e 2 3 3 o f 2 5 7 AGENDA REPORT FOR: City Council July 23, 2025 TO: Dave Zabell, Interim City Manager City Council Workshop Meeting: 7/28/25 FROM: Maria Serra, Director Public Works SUBJECT: Resolution - Agreement with Natural Selection Farms for Wastewater Biosolid Beneficial Use (5 minute staff presentation) I. ATTACHMENT(S): Resolution Agreement Presentation II. ACTION REQUESTED OF COUNCIL / STAFF RECOMMENDATIONS: Discussion III. FISCAL IMPACT: Sewer Fund - $500,000 (not to exceed) IV. HISTORY AND FACTS BRIEF: are which biosolids produces plant City's sewer sanitary The treatment recycled for beneficial use. Biosolids are a nutrient-rich product of wastewater treatment systems. They're a soil amendment that farmers and land managers can use in place of commercial fertilizers. The Washington State Department of Ecology (Department of Ecology) is responsible for regulating biosolids in Washington State and works to maximize their beneficial use. Natural Selection Farms is the only Beneficial Use Facility in our region that is approved and monitored by the Department of Ecology. A sole source request was prepared and is presented for approval. V. DISCUSSION: Staff has worked with Natural Selection Farms to negotiate an appropriate agreement for services. This agreement covers a 5-year period with an Page 234 of 257 estimated value of $500,000. If approved, the proposed agreement will expire December 31, 2029. Staff recommends approval of the sole source request and the proposed agreement with Natural Selection Farms. Page 235 of 257 Resolution Sole Source Agr for Biosolids - 1 RESOLUTION NO. _______ A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, WAIVING THE COMPETITIVE BIDDING REQUIREMENTS AND APPROVING THE AGREEMNT WITH NATURAL FARM SELECTIONS FOR THE BENEFICIAL USE OF BIOSOLIDS. WHEREAS, it is critical for the City of Pasco (City) to recycle biosolids produced as a by-product of its sanitary sewage treatment process for beneficial use; and WHEREAS, Natural Selection Farms has the ability to perform land application of biosolids in an approved manner at appropriate sites; and WHEREAS, Natural Selection Farms is the only Beneficial Use Facility in our region that is approved and monitored by the Department of Ecology; and WHEREAS, the use of Natural Selection Farms for land application of the biosolids is clearly and legitimately limited to a single source of supply, as detailed in the Sole Source Worksheet (Exhibit A), to support current operation standards, this purchase becomes subject to waiving competitive bidding requirements per RCW 35.23.352(10) competitive bidding requirements and RCW 39.04.280(1)(a) sole source and RCW 39.04.280 (1)(b) special market conditions; and WHEREAS, RCW 39.04.280(2)(a) requires that prior to utilizing the sole source exemption the City Council must first adopt a resolution reciting the factual basis supporting the exemption; and WHEREAS, the City Council pursuant to RCW 39.04.280(2)(a) finds that such factual basis as described herein and detailed in the Sole Source Worksheet does support application of the sole source exemption as pertaining to the purchase of personal services from Natural Selection Farms. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: The City Council of Pasco hereby find the above-described circumstance is justification for the waiver of bidding requirements under the authority of RCW 35.23.352(9) and pursuant to sole source provider (RCW 39.04.280(1)(a)) and special facilities or market conditions (RCW 39.04.280(1)(b)) and, therefore, the bidding requirement is hereby waived for the purchase of personal services from Natural Selection Farms. Be It Further Resolved, that the City of Pasco Public Works Department purchase of personal services from Natural Selection Farms for an amount not to exceed the sum of $500,000 over a five year period.. Page 236 of 257 Resolution Sole Source Agr for Biosolids - 2 Be It Further Resolved that this Resolution shall take effect immediately. PASSED by the City Council of the City of Pasco, Washington this, on ___ day of ____________, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, CMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Page 237 of 257 Sole Source Authorization Sole Source Authorization Page 1 of 2 EXHIBIT A: SOLE SOURCE AUTHORIZATION Step 1 – Sole Source Request Date: June 23, 2025 Department Public Works Brief Description: Agreement with Natural Farm Selections for Beneficial Use of Biosolids Estimated Cost: Approximately $500,000 total over 5 years depending on WWTP Flows Vendor: Natural Selection Farms Manufacturer: N/A Manufacturer Identification/Part No.: N/A What Necessary features does this vendor provide which are not available from other vendors? Vendor is the only Beneficial Use Facility (BUF) in our region (50 miles) that is on the approved BUF list that is approved and monitored by the Dept of Ecology. Sole Provider of a Licensed or patented good or service No Sole Provider of items that are compatible with existing equipment, inventory, systems, programs, or services. Other (explain below) Sole provider of good and services for which the City has established a standard. Yes Sole provider of goods or services that will meet the specialized needs of the City or perform the intended function (please detail below or in an attachment). Authorized distributors are by geographical area The vendor/distributor is a holder of a used item that would represent good value and is advantageous to the City (please attach information on market price survey, availability, etc.) NA Were other brands/manufacturers examined? (please attach a list of numbers and names, and explain why these were not suitable) No Were other vendors contacted? (please attach a list of phone numbers and names, and explain why these were not suitable) Other (explain below) Has the sole source vendor certified that the City is getting the lowest price offered for the item? Choose an item. Additional explanation if necessary: We consulted the Washington State Department of Ecology list of Beneficial Use Facilities. Natural Selection is 50 miles away – and the closest to Pasco. The next closest is Tenelco in Coulee City at 109 miles away. Then there is Boulder Park in Mansfield which is 142 miles away. We also called West Lincoln Project to see where they are located (shows ERO as region) but the address and phone number are Seattle, 206-939-2344 and they did not answer when phoned. Date: May 27, 2025 Department Public Works Operations - WWTP Brief Description: Agreement with Natural Farm Selections for Beneficial Use of Biosolids Estimated Cost: Approximately $500,000 depending on WWTP Flows Page 238 of 257 Sole Source Authorization Sole Source Authorization Page 2 of 2 This recommendation for sole source is based upon on objective review of the product/service required and appears to be in the best interest of the City. I know of no conflict of interest on my part of personal involvement in any way with this request. No gratuities, favors or comprising actions have been taken. I certify to the best of my knowledge that this purchase is compatible with existing goods, equipment or services and there are not reasonable alternatives or substitutes and/or the product is clearly and legitimately available from only one source of supply. Requestor: Signature: Date: Department Director: Signature: Date: Step 2 – Approval to Proceed with City Manager or City Council City Manager: Signature: Date: Fill out only if presented to City Council Resolution Number: Date: Sole source purchases are defined as clearly and legitimately limited to a single supplier. Sole source purchases are normally not allowed except when based upon strong technological grounds such as operational compatibility with existing equipment and related parts or upon a clearly unique and cost effective feature requirement. Page 239 of 257 Agreement for the Beneficial Use of Biosolids - 1 AN AGREEMENT BETWEEN THE CITY OF PASCO, WASHINGTON, AND NATURAL SELECTION FARMS, INC., FOR THE BENEFICIAL USE OF BIOSOLIDS THIS CONTRACT is made and entered into as of the 4th day of August, 2025, (the "Effective Date") by and between the City of Pasco, Washington, a Washington municipal corporation, (the “Generator”) and Natural Selection Farms, Inc., (“NSF”) a Washington corporation. WHEREAS, the Generator produces sewage sludge in the form of 90% solid biosolids (hereinafter referred to as "biosolids") as a by-product of its sanitary sewage treatment process at its wastewater treatment plant, 1015 S. Grey Ave., Pasco, Washington, and desires to recycle biosolids from the plant for beneficial use; and WHEREAS, NSF has the ability to perform land application of biosolids in an approved manner at appropriate sites; and WHEREAS, NSF and Generator now wish for NSF to perform the land application of biosolids tendered by Generator to NSF on a nonexclusive basis in accordance with the terms more fully set forth herein. NOW, THEREFORE, In consideration of the mutual promises and covenants herein contained and for other good and valuable consideration, it is hereby agreed as follows: 1. Purpose. Generator and NSF enter into this Contract to establish terms and conditions for NSF to receive Generator’s biosolids and perform the land application of biosolids produced by Generator and tendered to NSF. 2. Generator's Obligations. Generator shall be obligated to perform the following with respect to biosolids produced at the Generator’s facilities in Pasco, Washington, in such quantities as the parties may mutually agree: a. schedule loading of biosolids onto NSF trucks/trailers or trailers arranged for by NSF at a time mutually agreeable to Generator and NSF; b. ensure that the tendered biosolids meet federal, state and local standards governing land application of biosolids as the same currently exist and as they may be modified or altered from time to time, and as set forth herein at Section 3; c. test the tendered biosolids in accordance with best available testing procedures and applicable federal, state, and local laws and regulations and provide NSF all information required by law or that otherwise is necessary for NSF to use and manage application of the biosolids in a safe, consistent, and reliable manner, including providing to NSF test results confirming Page 240 of 257 Agreement for the Beneficial Use of Biosolids - 2 acceptable compliance with all applicable trace metal and pathogen standards as well as confirming percent solids by weight and nitrogen content as expressed by total Kjeldahl nitrogen (TKN); d. pay NSF service fees as provided in Section 6 below; e. pay all costs, whether in the form of fees, levies, or other charges, charged by any local agency related to the importation, management, disposal, or use of biosolids tendered to NSF under this Contract. In the event that any such cost or fee is charged to NSF, Generator agrees to timely pay the same prior to delinquency promptly upon presentation of any invoice therefor submitted to Generator by NSF; and f. pay such amounts as may be reasonably incurred by NSF in order for NSF to efficiently accept Generator’s biosolids, provided that the parties presently contemplate that this charge will be mutually agreed upon in advance. The failure to so agree will relieve NSF of any further obligation to accept biosolids pursuant to this Contract but will not otherwise alter the remaining rights and obligations of the parties hereunder. 3. Generator's Covenants and Warranties. The Generator warrants that all biosolids tendered to NSF shall comply with all specified testing standards and results stated herein and all requirements under federal, state and local laws and regulations applicable to the land application of biosolids, as the same currently exist and as they may be modified or altered from time to time. 4. NSF's Obligations. Subject to Section 7 below, NSF shall: a. receive biosolids at the Generator’s Pasco facilities located at 1015 S. Grey Ave., Pasco, Washington, for application and use thereof on agricultural lands in Eastern Washington as a nutrient based soil amendment, compost ingredient or other permitted beneficial use; b. provide all of the facilities, equipment, and personnel necessary for such work, and perform the application of Generator’s biosolids in compliance with all applicable local, state, and federal regulations; and c. obtain and maintain all required permits and approvals for its operations and activities under this Contract in accordance with law. 5. NSF's Covenants and Warranties. NSF warrants and represents that it has the business, professional, and technical expertise to use and manage the application of biosolids and shall at all times do so in a prudent and workmanlike manner. Furthermore, NSF warrants and represents that it has the equipment (subject to the terms of paragraph 2(f) above), plant and employee resources required to perform this contract. Such equipment shall at all times relevant to the performance of Page 241 of 257 Agreement for the Beneficial Use of Biosolids - 3 services hereunder be maintained in a good and safe condition fit for use as required. 6. Billing and Payment. a. Billing. NSF shall provide to the Generator, by the thirtieth (30th) day after acceptance of the Generator’s biosolids, a statement in a format that is mutually agreeable to NSF and the Generator, detailing the number of wet tons of biosolids accepted by NSF. The method of determining tonnage shall be by certified truck scale and shall be at the Generator’s expense. b. Service Fees. The Generator shall pay NSF’s service fees as provided herein. Generator shall pay NSF the sum of $77.17 per wet ton to receive the Generator’s biosolids from the Generator’s wastewater treatment plant for use at a beneficial use land application facility selected by NSF, in NSF’s sole discretion. Of this amount, $19.29 shall on the date of execution be allocated to fuel-related charges and $57.88 shall on the date of execution be allocated to non-fuel-related charges. These minimum service fees will be adjusted from time to time as set forth herein. c. Price Adjustment for Change in Law. NSF may, after notice to Generator, increase the minimum service fee by one hundred percent (100%) of NSF’s reasonable actual increased costs of performing its obligations under this Contract due to a change in law. For purposes of this section, a “change in law” includes new laws, regulations, ordinances of general application and modifications of them; new decisions of tribunals, either judicial or administrative, and any modifications of them; or the imposition of any material conditions on the renewal of any permit, license or approval which makes the transportation, storage, land application or other management of biosolids more burdensome financially than under the requirements in effect at the Effective Date; a “change in law” shall include, without limitation, a determination that performance by NSF of the terms of this Contract requires that NSF pay prevailing wage rates, as may be required by law; it being a basis of the price terms in this Contract that NSF is and shall not be required to pay prevailing wage rates. Whether or not a change in law material to this Contract has occurred shall be determined by NSF, in NSF’s sole discretion. Such increase in service fees may occur only for reasonable costs that are actually incurred, and shall not be allowed for any cost increases that are in any way attributable to activities caused by NSF or its subcontractors, employees, or agents, or are otherwise within NSF’s control. In the event Generator does not approve an increase for a change in law as provided for herein, then NSF, at its option, may terminate this Contract upon written notice and with no further obligation to Generator. Page 242 of 257 Agreement for the Beneficial Use of Biosolids - 4 d. Other Changed Conditions. In the event of any material change in the nature of the biosolids subject to this Contract, including but not limited to any deviation from the test parameters set forth above, or in the event of any other change in circumstances that causes an increase in NSF’s cost or the time and equipment required for performance of any part of the work under this Contract, an equitable adjustment in the service fee, the delivery schedule, or both shall be made and, if the same shall be acceptable to Generator and NSF, the Contract shall be modified in writing accordingly. If no such change may be agreed upon by the parties, then NSF shall be entitled, at its option, to terminate this Contract upon written notice and with no further obligation to Generator. 7. Conditions Precedent. The obligations of NSF hereunder are strictly contingent upon NSF obtaining all applicable and necessary permits, licenses and approvals of any federal, state, and local government or governmental authority. 8. Term and Extension; Adjustment of Fees. The term of this Contract shall expire on midnight, December 31, 2029. The non-fuel-related service fee set forth above shall be adjusted annually on the yearly anniversary date of this Contract, beginning one year after the effective date. Said adjustment shall be one percent (1%) plus an additional factor dictated by, and directly proportional to, the percentage change in the Consumer Price Index over the same period of time, as calculated below. The fuel-related service fee set forth above shall be adjusted semi-annually, beginning six months after the effective date and continuing every six months thereafter. Said adjustment shall be dictated by, and directly proportional to, the percentage change in the Consumer Price Index over the same period of time, as calculated below. For purposes of adjustment in service fees, the index sources for all future adjustments shall be based on data found in the Bureau of Labor Statistics Producer Price Index “Consumer Price Index for all Urban Consumers (CPI U), All items in West – Size Class B/C, all urban consumers, not seasonally adjusted. Based Period December 1996=100 (Series ID: CUURN400SA0),” or its successor index for the non-fuel related component and the Bureau of Labor Statistics Producer Price Index-Commodities Data for #2 diesel fuel (Series ID: WPU057303) or its successor index for the fuel-related component. 9. Insurance; Waiver of Subrogation. At all times during the term of this Contract, NSF shall maintain an insurance policy that insures all aspects of NSF's operation hereunder, regardless of what insurance the Generator may maintain, and which shall provide limits of liability of not less than $2,000,000 comprehensive bodily injury and property damage. It is further agreed that certificates of insurance Page 243 of 257 Agreement for the Beneficial Use of Biosolids - 5 showing all of said coverage and endorsements shall be provided to the Generator, and that the Generator shall be named as an additional insured thereon. The parties hereby mutually release each other from liability and waive all right of recovery against each other for any loss from perils insured against under their respective insurance contracts, including any extended coverage endorsements thereto, provided, that this paragraph shall be inapplicable to the extent that it would have the effect of invalidating any insurance coverage otherwise available. 10. Termination; Default. a. NSF may terminate this Contract if: i. the Generator fails to make any payment required hereunder within fifteen (15) days after receiving notice of nonpayment from NSF; ii. the Generator breaches any material representation or warranty set forth herein; iii. the Generator defaults in the performance of any other obligation of the Generator under this Contract and fails to cure such default within thirty (30) days after receiving written notice thereof from NSF; iv. any applicable law or governmental regulations or other circumstances outside NSF's control cause the services required of NSF to be economically unfeasible for NSF, or NSF is otherwise prohibited from providing the services required of it by the Contract; or v. as provided in Section 6(c) and 6(d) above. b. Generator may terminate this Contract if: i. NSF breaches any material representation or warranty set forth herein; ii. NSF defaults in the performance of any other material obligation of NSF under this Contract and fails to cure such default within thirty (30) days after receiving written notice thereof from the Generator; iii. NSF fails to comply with any federal, state or local laws, rules, orders or ordinances, or regulations that pertain to the transportation or use of biosolids and fails to cure such non-compliance within Page 244 of 257 Agreement for the Beneficial Use of Biosolids - 6 thirty (30) days after receiving written notice from the appropriate agency or court; or iv. NSF increases its fees and charges as provided in Section 2(e), 2(f), 6(c) and 6(d) above. 11. Non-conforming Biosolids. NSF shall be entitled to inspect and analyze each load of biosolids tendered by the Generator. NSF's right to verify Generator’s biosolids testing under this section is entirely discretionary and imposes no duty on NSF. Generator bears sole responsibility under this Contract for tendering only biosolids that conform to the warranty standards set forth in Section 3 above. If NSF tests Generator's biosolids and the biosolids are found to be non-conforming, Generator shall pay NSF's commercially reasonable costs incurred in the testing. If NSF determines that the biosolids do not conform to the warranty standards set forth in Section 3 above, it may reject the biosolids by notifying the Generator in writing, with documented test results. Timely removal (if necessary) and disposal of biosolids rejected according to these warranty standards shall be at the Generator's sole cost and responsibility; provided that if NSF rejects biosolids as non- conforming, NSF reserves the right to transport the biosolids to a disposal site or to return the biosolids to Generator's site, and to collect from Generator any commercially reasonable expenses or damages incurred thereby, including but not limited to transport, storage, and disposal costs. 12. Indemnification. a. NSF agrees to defend, indemnify and hold Generator harmless from and against: (I) any and all claims, demands, causes of action, damages, liabilities, losses, expenses, penalties and costs of defense relative thereto, including legal fees, ("Losses") caused by or resulting from NSF's breach of this Contract; and (II) any and all Losses caused by or resulting from NSF's intentional or negligent act or omission in the performance of its duties as described in this Contract. b. Generator agrees to defend, indemnify and hold NSF harmless from and against: (I) any and all Losses caused by or resulting from Generator's breach of this Contract (specifically including any breach of Generator's obligation to tender only biosolids that conform to the warranty standards set forth above); and (II) any and all Losses caused by or resulting from Generator's intentional or negligent act or omission in the performance of its duties as described in this Contract. Notwithstanding any other provision herein, the obligations created by this section shall survive any termination of this Contract. 13. Safety Standards and Instruction. NSF shall provide adequate training of its personnel involved in management of biosolids. NSF shall inform its personnel that Page 245 of 257 Agreement for the Beneficial Use of Biosolids - 7 sewage treatment plants process sanitary and industrial waste, that any workers involved in biosolids management may be exposed to pathogens, and that such workers should follow proper hygiene and workplace safety practices. 14. Compliance with Laws. The Generator and NSF shall each fully comply with all applicable laws, ordinances, decisions, orders, rules or regulations of any government or governmental agency pertaining to its handling, storage, transportation, treatment, use or management of the biosolids. 15. Disputes, Governing Law, Venue, Attorneys’ Fees. This Contract shall be governed by and construed in accordance with the laws of the State of Washington. If litigation arises concerning the interpretation of any of the terms of this Contract, venue for such litigation shall be in the Superior Court of the State of Washington in Yakima County. The prevailing party in any legal action brought to enforce this Contract shall be entitled to reasonable attorney's fees incurred therein. 16. Savings. If any part of this Contract is declared to be invalid or unenforceable, the rest of the Contract shall remain binding, unless such invalidity or unenforceability destroys the purpose and intent of this Contract. 17. Independent Contractor, No Partnership. Each party hereto is and shall perform this Contract as an independent contractor, and as such, shall have and maintain complete control over all of its employees, agents, and operations. Neither party nor anyone employed by it shall be, represent, act, purport to act or be deemed to be the agent, representative, employee, partner or servant of the other party. 18. Force Majeure. Should either party be prevented wholly or in part from performing its respective obligations under this Contract by a cause reasonably outside of and beyond the control of the party affected thereby, including but not limited to war, government regulation, strike, lockout, accidents, storms, earthquake, fire, acts of God or public enemy or any similar cause beyond the control of the parties, then such party shall be excused hereunder during the time and to the extent that the performance of such obligations are so prevented, and such party shall have no liability whatsoever for any damages, consequential or otherwise, resulting therefrom. 19. Non-Waiver. Either party's failure to strictly enforce its rights under any provision of this Contract shall not be construed to be a waiver of that provision. No waiver of any breach of this Contract shall be held to be a waiver of any other breach. 20. Assignment. This Contract shall not be assignable by either party without the written consent of the other, which shall not be unreasonably withheld. 21. Notices. All notices required under this Contract shall be personally delivered or mailed by certified or registered mail, postage prepaid as follows: Page 246 of 257 Agreement for the Beneficial Use of Biosolids - 8 If to the Generator, addressed to: Public Works Service Manager City of Pasco Wastewater Treatment Plant 1015 S. Grey Ave. Pasco, WA 99301 City Manager City of Pasco 525 North 3rd Pasco, WA 99301 With a copy addressed to: Public Works Director City of Pasco 525 North 3rd Pasco, WA 99301 If to NSF, addressed to: Natural Selection Farms, Inc. P.O. Box 419 Sunnyside, WA 98944 With a copy addressed to: Kenneth W. Harper Menke Jackson Beyer, LLP 807 N. 39th Ave. Yakima, WA 98908 or to such other address as any party shall specify by written notice so given. Notices shall be deemed to have been given and received as of the date so delivered or three (3) business days after being deposited in the U.S. Mail. 22. Equal Employment Opportunity Requirements. NSF will not discriminate against any employee or applicant for employment because of creed, color, race, sex, age, national origin, or the presence of any sensory, mental or physical handicap, unless based on a bona fide occupational qualification. 23. No Third Party Beneficiary. This Contract is entered into solely for the benefit of the parties hereto. This Contract shall confer no benefits, direct or indirect, on any third persons, including employees of the parties. No person or entity other than the parties themselves may rely upon or enforce any provision of this Contract. Page 247 of 257 Agreement for the Beneficial Use of Biosolids - 9 24. Parties and Successors. Subject to the limitations on assignment provided in this Contract, this Contract shall inure to the benefit of, and be binding upon the parties, their successors and assigns. 25. Counterparts/Electronic Execution. This Contract may be executed simultaneously or in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement. Electronic transmission of any signed original document, and re-transmission of any signed electronic transmission, shall be the same as delivery of an original. 26. Entire Contract, Amendment. This Contract constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any and all other communications, representations, proposals, understandings or agreements, either written or oral, between the parties with respect to such subject matter. This Contract may not be modified or amended, in whole or in part, except by a writing signed by both parties. IN WITNESS WHEREOF, the parties have executed this Contract on __________________________. NATURAL SELECTION FARMS, INC., CITY OF PASCO, A Washington corporation a Washington municipal corporation By:_____________________ By: Ted Durfey Name: Dave Zabell President Title: Interim City Manager Page 248 of 257 Pasco City Council July 28, 2025 Workshop Pa g e 2 4 9 o f 2 5 7 Agreement with Natural Selection Farms for Beneficial Use of Biosolids July 28, 2025 Pasco City Council Pa g e 2 5 0 o f 2 5 7 Biosolids are a product of wastewater treatment. They are nutrient-rich and well suited to enhance plant growth. What are Biosolids? Text Here Pa g e 2 5 1 o f 2 5 7 Pasco’s Biosolids Pa g e 2 5 2 o f 2 5 7 What Can we Expect it to Cost? Year Weight Cost 2021 883.06 tons $ 60,546.20 2022 1,187.37 tons $103,602.83 2023 924.93 tons $ 78,378.75 2024 1,269.32 tons $102,735.15 Pa g e 2 5 3 o f 2 5 7 The Agreement ▪ Agreement to use Natural Selection Farms for Beneficial Use of Biosolids ▪ Up to $500,000 in 5 years ▪ Sole source, no other locations within our region Pa g e 2 5 4 o f 2 5 7 Questions? Pa g e 2 5 5 o f 2 5 7 Promote a high-quality of life through quality programs, services and appropriate investment and re- investment in community infrastructure. City Council Goals QUALITY OF LIFE 2024-2025 Enhance the long-term viability, value, and service levels of services and programs. FINANCIAL SUSTAINABILITY Promote a highly functional multi-modal transportation system. COMMUNITY TRANSPORTATION NETWORK Implement targeted strategies to reduce crime through strategic investments in infrastructure, staffing, and equipment. COMMUNITY SAFETY Promote and encourage economic vitality. ECONOMIC VITALITY Identify opportunities to enhance City of Pasco identity, cohesion, and image. CITY IDENTITY Page 256 of 257 METAS DEL CONCEJO MUNICIPAL 2024-2025 Promover una alta calidad de vida a través de programas, servicios y inversion apropiada y reinversión en la comunidad infraestructura comunitaria. CALIDAD DE VIDA Promover viabilidad financiera a largo plazo, valor, y niveles de calidad de los servicios y programas. SOSTENIBIILIDAD FINANCIERA Promover un sistema de transporte multimodal altamente funcional. RED DE TRANSPORTE DE LA COMUNIDAD Implementar estrategias específicas para reducir la delincuencia por medios de inversiones estratégicas en infraestructura, personal y equipo. SEGURIDAD DE NUESTRA COMUNIDAD Promover y fomentar vitalidad económica. VITALIDAD ECONOMICA Identificar oportunidades para mejorar la identidad comunitaria, la cohesión, y la imagen. IDENTIDAD COMUNITARIA Page 257 of 257