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HomeMy WebLinkAboutPSA Belsaas And SmithPROFESSIONAL SERVICES AGREEMENT This Agreement is made by and between Kittitas County (hereinafter "the County") and Belsaas and Smith Construction Inc. (hereinafter "Contractor"). The County and Contractor agree as follows: General Conditions; Exhibit A (Scope of Work); Exhibit B (Compensation); Exhibit C (Proof of Insurance). copies of which are attached hereto and incorporated herein by this reference as fully as if set forth herein. The term of this Agreement shall commence on the September 12, 2016, and continue until completion of the project in accordance with contract documents. Any party may terminate this Agreement by giving thirty (30) days notice in writing either personally delivered or mailed postage-prepaid by certified mail, return receipt requested, to the party's last known address for the purposes of giving notice under this paragraph. Contractor acknowledges and by signing this Agreement agrees that the Indemnification provisions set forth in Paragraphs 7 (Independent Contractor), 9 (Taxes), 15 (Defense and Indemnity Agreement), 21 (Patent/Copyright Infringement) and 24 (Confidentiality), are totally and fully part of this Agreement and have been mutually negotiated by the parties. Professional Services Agreement Page 1 IN WITNESS WHEREOF, the parties have executed this Agreement this .50L.. day of ffi;C¥..6f. 2016. Sig nature of Sig natory (Date e,/'W /tDlfo) Print Name of Signatory Contractor Address: 2 (/. 50>' 9 ,;J..,(. Project Contact: i uo cm Ate /~()Vl Professional Services Agreement Page 2 APPROVED: BOARD OF COUNTY COMMISSIONERS KITTITAS COUNTY, WASHINGTON f' tUQ ~ Oble O'Brien, Ch ~ q / LR 7 1~ au &a~CommiSSioner Approved as to Form: By: _________ _ Deputy Prosecuting Attorney County's Address : Kittitas County 205 West 5th Avenue, Suite 108 Ellensburg, WA 98926 Project Contact: Professional Services Agreement Page 3 GENERAL CONDITIONS 1. Scope of Contractor1s Services : Contractor agrees to provide to the County services and any materials set forth in the project narrative identified in Exhibit "A" during the Agreement period. No material, labor, or facilities will be furnished by the County, unless otherwise provided for in the Agreement. 2. Performance of Work: Contractor shall perform work in accordance with, and shall comply with, all of the provisions of this Agreement. All work shall comply with applicable codes and ordinances. 3. Schedule of Performance: Unless directed otherwise by the County, Contractor shall perform the work in accordance with any schedules made a part of this Agreement. 4. Definitions: 4.1 "Additional Insured's" means the County, its successors and assigns, and the respective directors, officers, employees, agents and representatives of the County and its successors and assigns. 4.2 "Support" means the following: Contractor's directors, officers, employees, agents and representatives; and sub-Contractors of any tier; the respective directors, officers, employees, agents and representatives of these sub- Contractors of any tier; and any other person or entity acting under the direction or control of, or on behalf of, Contractor or any Contractor's sub- Contractors of any tier in connection with or incident to the performance of the Work or this Agreement. 4.3 The 'Work" means all of the duties listed in Exhibit A and the performance of all other obligations, under this Agreement by Contractor or its Support. 5. Accounting and Payment for Contractor Services : Payment to the Contractor for services rendered under this Agreement shall be as set forth in Exhibit "B". Where Exhibit "B" requires payments by the County, payment shall be based upon billings, supported unless otherwise provided in Exhibit "B", by documentation of units of work actually performed and amounts earned, including where appropriate, the actual number of days worked each month, total number of hours for the month, and the total dollar payment requested. Unless specifically stated in Exhibit "B" or approved in writing in advance by the Kittitas County Board of CommiSSioners, the County will not reimburse the Contractor for any costs or expenses incurred by the Contractor in performance of this Agreement. Where required, the County shall, upon receipt of appropriate documentation, compensate the Contractor, no more often than monthly, through the County voucher system, for the Contractor's service pursuant to the fee schedule set forth in Exhibit "B". Professional Services Agreement Page 4 6. Assignment and Subcontracting: No portion of this Agreement may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of the County. 7. Independent Contractor: The Contractor's services shall be furnished by the Contractor as an independent Contractor and nothing herein contained shall be construed to create a relationship of employer-employee or master-servant, but all payments made hereunder and all services performed shall be made and performed pursuant to this Agreement by the Contractor as an independent Contractor. The Contractor acknowledges that the entire compensation for this Agreement is specified in Exhibit "B" and the Contractor is not entitled to any County benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to Kittitas County employees. Contractor will defend, indemnify and hold harmless the County, its Additional Insured's, officers, agents or employees from any loss or expense, including but not limited to settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. 8. No Guarantee of Employment: The performance of all or part of this Agreement by the Contractor shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of the Contractor or any employee of the Contractor or any sub-Contractor or any employee of any sub-Contractor by the County at the present time or in the future. 9. Taxes: The Contractor understands and acknowledges that the County will not withhold Federal or State income taxes. Where required by State or Federal law, the Contractor authorizes the County to make withholding for any taxes other than income taxes (Le. Medicare). All compensation received by the Contractor will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of the Contractor to make the necessary estimated tax payments throughout the year, if any, and the Contractor is solely liable for any tax obligation arising from the Contractor's performance of this Agreement. The Contractor hereby agrees to indemnify the County against any demand to pay taxes arising from the Contractor's failure to pay taxes on compensation earned pursuant to this Agreement. The County will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The Contractor must pay all other taxes including, but not limited to: Business and Occupation Tax, taxes based on the Contractor's gross or net Professional Services Agreement Page 5 income, or personal property to which the County does not hold title. The County is exempt from Federal Excise Tax. 10. Regu lations and Requirement: This Agreement shall be subject to all laws, rules and regulations of the United States of America, and State of Washington, and political subdivisions of the State of Washington, and to any other provisions set forth herein or in the attached exhibits. 11. Right to Review : This contract is subject to review by any Federal or State auditor. The County or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the County. Such review may occur with or without notice, and may include, but is not limited to, on-site inspection by County agents or employees, inspection of all records or other materials which the County deems pertinent to the Agreement and its performance, and any and all communications with or evaluation by service recipients under this Agreement. The Contractor shall preserve and maintain all financial records and records relating to the performance of work under this Agreement for 6 years after contract termination, and shall make them available for such review, within Kittitas County, State of Washington, upon request. 12. Modifications: 12.1 Either party may request changes in the Agreement. Any and all agreed modifications shall be in writing, Signed by each of the parties. 12.2 The County may, at any time, by written notice thereof to Contractor ("Change Notice") makes changes in the Work within the general scope of this Agreement, including, but not limited to: (a) changes in, revisions to, substitutions for, additions to or deletions of any Work; (b) changes in schedule; and (c) acceleration, deceleration or suspension of performance of any Work. 12.3 If any change in the Work causes an increase or decrease on Contractor's cost of, or the time required for, performance of the Work, an equitable adjustment in the compensation to Contractor and in the schedule for the performance of the Work shall be made to reflect such an increase or decrease. 12.4 Notwithstanding any dispute or delay in arriving at a mutually acceptable equitable adjustment, Contractor shall proceed in accordance with all Change Notices. Contractor must, within thirty (30) days after receipt of any Change Notice that does not set forth any acceptable adjustment, submit to the County a written statement setting forth any adjustment claimed. Professional Services Agreement Page 6 12.5 If any change results in a decrease in the Work performed, Contractor shall be entitled to compensation associated with changing the Work, such as revising design already completed, revising calculations already performed, and revising documents. 13. Termination for Default: If the Contractor defaults by failing to perform any of the obligations of the Agreement or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or makes an assignment for the benefit of creditors, the County may, by depositing written notice to the Contractor in the U.S. mail, postage prepaid, terminate the Agreement, and at the County's option, obtain performance of the work elsewhere. If the Agreement is terminated for default, the Contractor shall not be entitled to receive any further payments under the Agreement until all work called for has been fully performed. Any extra cost or damage to the County resulting from such default(s) shall be deducted from any money due or coming due to the Contractor. The Contractor shall bear any extra expenses incurred by the County in completing the work, and all damage sustained, or which may be sustained by the County by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. 14. Termination for Public Convenience: The County may terminate the Agreement in whole or in part whenever the County determines, in its sole discretion that such termination is in the best interests of the County. Whenever the Agreement is terminated in accordance with this paragraph, the Contractor shall be entitled to payment for actual work performed at unit contract prices for completed items of work. In the event of such termination, an equitable adjustment shall be made in the compensation payable to Contractor. An equitable adjustment in the contract price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this Agreement by the County at any time during the term, whether for default or convenience , shall not constitute a breach of contract by the County. 15. Defense & Indemnity Ag reement: The Contractor agrees to and shall defend, indemnify and hold harmless the County, its Additional Insured's, appointed and elective officers, agents and employees, from and against all loss or expense, including but not limited to judgments, settlements, attorney's fees and costs by reason of any and all claims and demands upon the County, its Additional Insured's, its elected or appointed officials, agents, or employees for damages because of personal or bodily injury, including death at any time resulting therefrom, Professional Services Agreement Page? sustained by any person or persons and on account of damage to property including loss of use thereof, whether such injury to persons or damage to property is due to the negligence of the Contractor, its sub-Contractors, its elected officers, employees or their agents, except only such injury or damage as shall have been occasioned by the sole negligence of the County, its Additional Insured's, appointed or elected officials, agents, or employees. It is further provided that no liability shall attach to the County by reason of entering into this contract, except as expressly provided herein. 16. Industrial Insurance Waiver: With respect to the performance of this Agreement and as to claims against the County, its Additional Insured's, officers, agents and employees, the Contractor expressly waives its immunity under Title 51 of the Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this agreement extend to any claim brought by or on behalf of any employee of the Contractor. This waiver is mutually negotiated by the parties to this Agreement. 17. Venue and Choice of Law: In the event that any litigation should arise concerning the construction or interpretation of any of the terms of this Agreement, the venue of such action of litigation shall be in the Superior Court of the State of Washington in and for the County of Kittitas. This Agreement shall be governed by the law of the State of Washington. 18. Withholding Payment: In the event the Contractor has failed to perform any obligation to be performed by the Contractor under this Agreement within the time set forth in this Agreement, then the County may, upon written notice, withhold all monies due and payable to Contractor, without penalty, until such failure to perform is cured or otherwise adjudicated. 19. Future Non-Allocation of Funds: If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the County will not be obligated to make payments for services or amounts incurred after the end of the current fiscal period. No penalty or expense shall accrue to the County in the event this provision applies. 20. Contractor Commitments, 'Warranties and Representations : The Contractor represents and warrants to the County as follows: 20.1 The Contractor is duly incorporated, validly existing and in good standing under the laws of the State of Washington, and has all requisite corporate power and authority to enter into and to perform its obligations under this Agreement. 20.2 The Contractor has the authority to execute this Agreement, to make the representations and warranties set forth in it and to perform the Professional Services Agreement Page 8 obligations of the Contractor under this Agreement in accordance with its terms. 20.3 This Agreement has been validly executed by an authorized representative of the Contractor and constitutes a valid and legally binding and enforceable obligation of Contractor. 20.4 The Contractor has or will obtain prior to the commencement date such licenses, permits and other authorizations from federal, state and other governmental authorities, as are necessary for the performance of its obligations under this Agreement. 20.5 The Contractor is not in violation of any applicable law, ordinance or regulation the consequence of which will or may materially affect Contractor's ability to perform its obligations under this Agreement. The Contractor is not subject to any order or judgment of any court, tribunal or governmental agency which materially and adversely affects its operations or assets in the State of Washington, or its ability to perform its obligations under this Agreement. 20.6 None of the representations or warranties in this Agreement, and none of the documents, statements, certificates or schedules furnished or to be furnished by Contractor pursuant hereto or in connection with the performance of the obligations contemplated under this Agreement, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements of fact contained therein not misleading. 21 . Patent/Copyright Infringement: Contractor will defend and indemnify the County from any claimed action, cause or demand brought against the County; to the extent such action is based on the claim that information supplied by the Contractor infringes any patent or copyright. The Contractor will pay those costs and damages attributable to any such claims that are finally awarded against the County in any action. Such defense and payments are conditioned upon the following: 21.1 21.2 2 2 . Disputes: Contractor shall be notified promptly in writing by County of any notice of such claim. Contractor shall have the right, hereunder, at its option and expense, to obtain for the County the right to continue using the information, in the event such claim of infringement is made, provided no reduction in performance or loss results to the County. 22.1 General Differences between the Contractor and the County, ariSing under and by virtue of the Agreement Documents shall be brought to the attention of the County at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. Except for such objections as are Professional Services Agreement Page 9 made of record in the manner hereinafter specified and within the time limits stated, the records, orders, instructions, and decisions of the Kittitas County Commissioners shall be final and conclusive. 22.2 Notice of Potential Claims The Contractor shall not be entitled to additional compensation which otherwise may be payable, or to extension of time for (1) any act or failure to act by the County, or (2) the happening of any event or occurrence, unless the Contractor has given the County a written Notice of Potential Claim within ten (10) days of the commencement of the act, failure, or event giving rise to the claim, and before final payment by the County. The written Notice of Potential Claim shall set forth the reasons for which the Contractor believes additional compensation or extension of time is due, the nature of the cost involved, and insofar as possible, the amount of the potential claim. Contractor shall keep full and complete daily records of the work performed, labor and material used, and all costs and additional time claimed to be additional. 22.3. Detailed Claim The Contractor shall not be entitled to claim any such additional compensation, or extension of time, unless within thirty (30) days of the completion of the portion of the work from which the claim arose, and before final payment by the County, the Contractor has given the County a detailed written statement of each element of cost or other compensation requested and of all elements of additional time required, and copies of any supporting documents evidencing the amount or extension of time claimed to be due. 23. Ownership of Items Produced : All writings, programs, data, public records or other materials prepared by the Contractor and/or its consultants or sub-Contractors, in connection with performance of this Agreement shall be the sole and absolute property of the County. 24. Confidentiality: The Contractor, its employees, sub-Contractors, and their employees shall maintain the confidentiality of all information provided by the County or acquired by the Contractor in performance of this Agreement, except upon the prior written consent of the Kittitas County Prosecuting Attorney or an order entered by a court after having acquired jurisdiction over the County. Contractor shall immediately give to the County notice of any judicial proceedings seeking disclosure of such information. Contractor shall indemnify and hold harmless the County, its Additional Insured's, officials, agents or employees from all loss or expense, including, but not limited to settlements, judgments, setoffs, attorneysl fees and costs resulting from Contractor's breach of this provision. Professional Services Agreement Page 10 25. Notice: Except as set forth elsewhere in the Agreement, for all purposes under this Agreement, except service of process, notice shall be given by the Contractor to the department head of the department for whom services are rendered , and to the Kittitas County Commissioners, 205 W 5th Ave, Suite 108, Ellensburg, WA 98926. Notice to the Contractor for all purposes under this Agreement shall be given to the address reflected on the signature page. Notice may be given by delivery or by depositing in the U.S. Mail, first class, postage prepaid. 26. Severability: If any term or condition of this Agreement or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this Agreement are declared severable. 27. Miscellaneous: 27.1 The County's failure or delay to insist upon strict performance of any of the provisions of this Agreement or to exercise any rights or remedies under this Agreement shall not be construed as a waiver or relinquishment to any extent of its right to assert or rely upon any such provisions, rights or remedies in that or any other instance; rather the same shall be and remain in full force and effect. 27.2 This Agreement embodies the entire Agreement between the County and Contractor, and supersedes any and all prior agreements, regarding the Work. No change, amendment or modification of any provisions of this Agreement shall be valid unless set forth in a written instrument signed by the party to be bound thereby. 27.3 The rights and remedies of the County set forth in any provision of this Agreement are in addition to and do not in any way limit any other rights of remedies afforded to the County by any other provisions of this Agreement, by any of Contractor's Support or by law. 27.4 The headings of sections and paragraphs of this Agreement are for convenience of reference only and are not intended to restrict, affect or be of any weight in the interpretation or construction of the provisions of such sections or paragraphs. 28. Waiver: Waiver of any breach or condition of this Agreement shall not be deemed a waiver of any prior or subsequent breach. No terms or conditions of this Agreement shall be held to be waived, modified or deleted except by an instrument, in writing, signed by the parties hereto. Professional Services Agreement Page 11 29. Survival: The provisions of paragraphs 7, 9, 11, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 28, 30, and 31,32 shall survive, notwithstanding the termination or invalidity of this Agreement for any reason. 30. Nondiscrimination: 30.1 The County is an equal opportunity employer. 30.2 Nondiscrimination in Eniployment In the performance of this Agreement, the Contractor will not discriminate against any employee or applicant for employment on the grounds of race, creed, color, national origin, sex, sexual orientation, marital status, age or the presence of any sensory, mental or physical handicap; provided that the prohibition against discrimination in employment because of handicap shall not apply if the particular disability prevents the proper performance of the particular worker involved. The Contractor shall ensure that applicants are employed, and that employees are treated during employment without discrimination because of their race, creed, color, national origin, sex, sexual orientation, marital status, age or the presence of any sensory, mental or physical handicap. Such action shall include, but not be limited to: employment, upgrading, demotion or transfers, recruitment or recruitment advertising, layoff or termination, rates of payor other forms of compensation, and programs for training including apprenticeships. The Contractor shall take such action with respect to this Agreement as may be required to ensure full compliance with local, state and federal laws prohibiting discrimination in employment. 30.3 Nondiscrimination in Services The Contractor will not discriminate against any recipient of any services or benefits provided for in this Agreement on the grounds of race, creed, color, national origin, sex, sexual orientation, marital status, age or the presence of any sensory, mental or physical handicap. 30.4 If any assignment and/or subcontracting has been authorized by the County, said assignment or subcontract shall include appropriate safeguards against discrimination. The Contractor shall take such action as may be required to ensure full compliance with the provisions in the immediately preceding paragraphs herein. Professional Services Agreement Page 12 31. Pre vaili ng W age: Contractor shall pay the prevailing rate of wages to all workers, laborers, or mechanics employed in the performance of any part of the Work in accordance with RCW 39.12 and the rules and regulations of the Department of Labor and Industries. The schedule of prevailing wages rates for the locality or localities of the Work is determined by the Industrial Statistician of the Department of Labor and Industries. It is the Contractor's responsibility to verify the applicable prevailing wage rate. It is understood that the Contractor is responsible for obtaining and completing all required government forms and submitting same to the proper authorities. Disputes regarding prevailing wage rates shall be referred for arbitration to the Director of the Department of Labor and Industries. The arbitration decision shall be final and conclusive and binding on all parties involved in the dispute as provided for by RCW 39.12.060. 32. Debarment Certification: The Contractor certifies that it: 32.1 Is not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any Federal department or agency. 32.2 Has not within a three-year period preceding the execution of this contract with Kittitas County, 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 or private agreement or transaction, violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, receiving stolen property, making false claims, or obstruction of justice. 32.3 Is 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 32.2 of this section. 32.4 Has not within a three-year period preceding the preceding the execution of this contract with Kittitas County had one or more public transactions (Federal, State, or local) terminated for cause of default. Professional Services Agreement Page 13 EXHIBIT nAn SCOPE OF WORK In addition to providing all material and labor, the Contractor shall perform the following: All work in accordance with the Plans and Specification Dated June 2016 for the West Septage Pond Reconstruction. Professional Services Agreement Page 14 EXHIBIT "B" COMPENSATION As full compensation for satisfactory performance of the work, the County shall pay Contractor compensation not to exceed: Item No Item Descript ion 1 Mobilization 2 Existing Septage Pond Demolition 3 Liner Foundation 4 Geosynthetic Liner System 5 Operating Layer 6 Site Restoration Subtotal Items 1-6 Sales Tax@8% Total Compensation Professional Services Agreement Page 15 Pay Unit Total Price LS $21,700.00 LS $22,100.00 LS $30,100.00 LS $79,400.00 LS $57,800.00 LS $14,400.00 $225,500.00 $ 18,040.00 $243 1540.00 EXHIBIT "C" PROOF OF INSURANCE The Contractor shall secure and maintain in effect at all times during performance of the Work such insurance as will protect Contractor, its Support and the Additional Insured's from all claims, losses, harm, costs, liabilities, damages and expenses arising out of personal injury (including death) or property damage that may result from performance of the work or this Agreement, whether such performance is by Contractor or any of its Support. All insurance shall be issued by companies admitted to do business in the State of Washington and have a rating of A-, Class VII or better in the most recently published edition of Best's Reports unless otherwise approved by the County. If an insurer is not admitted, all insurance policies and procedures for issuing the insurance policies must comply with Chapter 48.15 RCW and 284-15 WAC. The Contractor shall provide proof of insurance for: 1) Commercial General Liability Insurance . • Coverage limits not less than: • $1,000,000 per occurrence per project • $2,000,000 general aggregate • $1,000,000 products & completed operations aggregate • $1,000,000 personal and advertising injury, each offense • Certificate Holder -Kittitas County • The Certificate must name the County as additional insured as defined in the Agreement • Sixty (60) days written notice to the County of cancellation of the insurance policy. 2) Commerical General Liability Insurance -Per Project/Job Aggregate • Coverage limits not less than: • $5,000,000 per project aggregate • Certificate Holder -Kittitas County • The Certificate must name the County as additional insured • Thirty (30) days written notice to the County of cancellation of the insurance policy. 3) Stop Gap/Employers ' Liability. • Coverage limits not less than: • $1,000,000 each accident Professional Services Agreement Page 16 • $1,000,000 disease -policy limit • $1,000,000 disease -each employee • Thirty (30) days written notice to the County of cancellation of the insurance policy. 4) Commercial Automobile Liability Insurance. • Automobile Liability for owned, non-owned, hired, and leased vehicles, with an MCS 90 endorsement and a CA 9946 endorsement attached if 'pollutants' are to be transported. • Coverage limits not less than: • $1,000,000 combined single limit • Thirty (30) days written notice to the County of cancellation of the insurance policy. 5) EXcess dr Umbre ll a Liability . • The Contractor shall provide Excess or Umbrella Liability coverage at limits of $5,000,000 per occurrence and annual aggregate. This Excess or Umbrella Liability coverage shall apply, at a minimum, to both the Commercial General and Auto Insurance policy coverage. • This requirement may be satisfied instead through the Contractor's primary Commercial General and Automobile Liability coverage, or any combination thereof. 6) Workers' Compen sation. • Workers' Compensation in amounts required by law. 6) Pollution Liability . • The Contractor shall provide a Pollution Liability policy, providing coverage for claims involving bodily injury, property damage (including loss of use of tangible property that has not been physically injured), cleanup costs, remediation, disposal or other handling of pollutants, including costs and expenses incurred in the investigation, defense, or settlement of claims arising out of: • Contractor's operations related to this project; and/or • Remediation, abatement, repair, maintenance or other work with lead-based paint or materials containing asbestos; and/or • Transportation of hazardous materials away from any site related to this project • Such Pollution Liability policy shall provide the following minimum coverage: • $2,000,000 each loss and • $5,000,000 annual aggregate Professional Services Agreement Page 17 Contractor shall furnish the County a Certificate of Insurance with Endorsement as evidence that policies providing insurance required by this Agreement are in full force and effect. Contractor hereby waives all rights of recourse, including any right to which another may be subrogated, against Kittitas County for personal injury, including death, and property damage . Contractor's insurance policies required above shall be primary insurance and shall be non-contributing with any other insurance maintained by Kittitas County. The Contractor shall assume full responsibility for all loss or damage from any cause whatsoever to any tools, Contractor's employee-owned tools, machinery, equipment, or motor vehicles owned or rented by the Contractor, or the Contractor's agents, suppliers or contractors as well as to any temporary structures, scaffolding and protective fences. The Contractor shall have sole responsibility for ensuring the insurance coverage and limits required are obtained by subcontractors. NOTE: No contract shall form until and unless a copy of the Certificate of Insurance with Endorsement, properly completed and in the amount required, is attached hereto. Professional Services Agreement Page 18 ACORD4!I CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYYI ~ 8/30/2016 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 pollcy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ~~ACT Donna Martinez Terril Lewis & Wilke Ins r~g~~O .Extl : (509)248-3515 [r~ Nol . (5091248-3673 POBox 1789 ~.rDA~ss:.dmartinez@tlwins. com 112 S 4th Street INSURER(SI AFFORDING COVERAGE NAICII Yakima WA 98907 INSURER A :Continental Insurance Company 35289 INSURED INSURERB :Continental Casualty Company 20443 Belsaas & Smith Construction, Inc . INSURER C :Travelers Property Casualty Co of 25674 POBox 926 INSURERD: INSURER E: Ellensburg WA 98926 INSURERF , COVERAGES CERTIFICATE NUM B ER·1.6-1 7 GAU IF REVISION NUMBER' THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED . NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES . LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS . INSR TYPE OF INSURANCE r'NSD I\wD 1 rr:~M%~, (~~~~ LIMITS LTR POUCY NUMBER X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 t--::=J CLAIMS-MADE W OCCUR ~~~~-~~~?~=eI'~el A t--$ 100,000 4032762755 9/1/2016 9/1/2017 MED EXP (Anyone person) $ 15,000 1- PERSONAL & ADV INJURY $ 1,000,000 I- GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 R pOLlcY 0~ D LOC PRODUCTS -COMP/OP AGG $ 2,000,000 OTH ER: $ AUTOMOBILE LIABILITY E=~~t~U'lf?LELIMfl $ 1,000,000 rx dent A ANY AUTO BODILY INJURY (Per person) $ t--ALL OWNED r--SCHEDULED AUTOS AUTOS 4032762738 9/1/2016 9/1/2017 BODILY INJURY (Per accident) $ l-t--NON-OWNED rp~~~~,?AMAGE HIRED AUTOS AUTOS $ l-t-- $ X UMBRELLA L1AB M OCCUR EACH OCCURRENCE $ 1 000 000 I- B EXCESS LIAB CLAIMS-MADE AGGREGATE $ 1 000 000 OED [ X I RETENTIOt-! $ 10 000 4032762741 9/1/2016 9/1/2017 $ WORKERS COMPENSATION J~~ur.E I I~H-AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE D N/A WA Stop Gap E.L. EACH ACCIDENT $ 1 ,000 ,000 OFFICER/MEMBER EXCLUDED? A (Mandatory In NH) 4032762755 9/1/2016 9/1/2017 E.L. DISEASE -EA EMPLOYE $ 1,000,000 ~~~~~rtir~~ 'g'$'ijPERATIONS below E.L DISEASE -POLICY UMIT $ 1. 000 000 C Installation Floater 6601189R157 9/1/2016 9/1/2017 Limit 100,000 Deductible 1,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule , may be attached If more space Is requ ired) Kittitas County, its successors and assigns, and the respective directors, officers, employees, agents and representatives of the County and its successors and assigns are named as additional insured, including completed operations, per forms CNA75079XX 0115 and CNA74705XX 0115. Coverage is primary per form CNA74705XX 0115 Waiver of Subrogation applies per form CNA74705XX 0115 _ Per project applies per form CNA74705XX 0115 CERTIFICATE HOLDER Kittitas County 2015 West 5th Avenue Suite 108 Ellensburg, ACORD 25 (2014/01) INS025 (?OI401) WA 98926 CANCE.LLATIO N SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ~ennet h Frick/DONNA --if'~/~ © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD C'NA I Blanket Additional Insured • Owners, Lessees or Contractors· with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. The WHO IS AN INSURED sedion is amended to add as an Insured any person or organization whom the Named Insured is required by written contract to add as an additional insured on this coverage part, induding any such person or organization, if any, specifically set forth on the Schedule attachment to this endorsement. However, such person or organization is an Insured only w~h respect to such person or organization's liability for: A. unless paragraph B. below applies, 1. bodily Injury. property damage, or personal and advertising Injury caused in whole or in part by the acts or omissions by or on behalf of the Named lneured and in the performance of such Named Insured's ongoing operations as specified in such written contract; or 2. bodily Injury or property damage caused in whole or in part by your work and included in the producta-completed operations hazard, and only if a. the written contract requires the Named Insured to provide the additional insured such coverage; and b. this coverage part provides such coverage. B. bodily Injury. property damage, or personal and advertising Injury arising out of your work described in such written contract, but only if: 1. this coverage part provides coverage for bodily Injury or property damage included within the products completed operations hazard; and 2. the written contract specifically requires the Named Insured to provide additional insured coverage under the 11-85 or 10-01 edition of CG2010 or the 10-01 edition of CG2037. II. Subject always to the temns and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract. III. The insurance granted by this endorsement to the additional insured does not apply to bodily Injury, property damage, or personal and advertising Injury arising out of: A. the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1. the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions. reports, surveys, field orders, change orders or drawings and specifications; and 2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. IV. Notwithstanding anything to the contrary in the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance, this insurance is excess of all other insurance available to the additional insured whether on a primary. excess. contingent or any other basis. However. if CNA75079XX (1-15) Policy No: 4032762755 Page 1 of 2 Endorsement No: Effective Date: 911/2016 Insured Name: Belsaas & Smith Construction, Inc. Copyright CNA All Rights ReaeIVed. Include& copyrighted mat.rill! of InliurancII ServiCes OIftce. Inc .• with Its permission. C'NA ' I Blanket Additional Insured -Owners, Lessees or L I Contractors -with Products-Completed __________ ~ __________________ O.~pe_r_a_tl_o_n_s_C_o_v_e_ra_g~e __ E_nd_o_r_s_e_m_e_n~t this insurance is required by wriHen contract to be primary and non-()()ntributory. this insurance will be primary and non-contributory relative solely to insurance on which the additional insured is a named insured. V. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suh is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. give the Insurer written notice of any claim. or any occurrence or offense which may result in a claim; 2. except as provided in Paragraph IV. of this endorsement. agree to make available any other insurance the additional insured has for any IOS9 covered under this coverage part; 3. send the Insurer copies of all legal papers received. and otherwise cooperate with the Insurer in the investigation. defense. or settlement of the claim; and 4. tender the defense and indemnity of any claim to any other insurer or selt insurer whose policy or program applies to a loss that the Insurer covers under this coverage part. However. if the written contract requires this insurance to be primary and non-contributory, this paragraph (4) does not apply to insurance on whiCh the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written nolice of a claim from the additional insured. VI. Solely with respect to the insurance granted by this endorsement. the section entitled DEFINITIONS is amended to add the following defln~ion: Written contract means a written contract or written agreement that requires the Named Insured to make a person or organization an additional insured on this coverage part. provided the contract or agreement: A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to: 1. the bodily Injury or property damage; or 2. the offense that caused the personal and advertising Injury for which the additional insured seeks coverage. Any coverage granted by this endorsement shalf apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is lor attachment to the Policy issued by the deSignated Insurers, takes effect on the effective date of said Policy at the hour stated in said POlicy. unless another effective date is shown belOW, and expires concurrently wilh said Policy. CNA75079XX (1-15) Page 2 of 2 Insured Name: 8elsaas & Smith Construction. Inc. Pol/£,)' No: 4032762755 Endorsement No: Effective Date: 9/1/2016 Copyright CNA All Rights Reserved. Includes copyrighted material of Inaurance Services Office, Inc .• with its permission. C'NA Contractors' General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE! PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS ,. Addltlonallnsureds 2. Additional Insured -Primary And Non-Contrlbutory To Additlonallneured's Insurance 3. Bodily Injury -Expanded Definition 4. Broad Knowledge of OccurrencaJ Notice of Occurrence 6. Broad Named Insured - 6. Broadened Liability Coverage For Damage To Your Product And Your Work 7. Contractual Liability -Railroads 8. Electronic Data Liability ." 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury -Exception for Reasonable Force 11. General Aggregate Limits of Insurance -Per Project 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnershlpllimited liability Companies 15. Legal Liability -Damage To Premises I Alienated Premises I Property In The Named Insured's Care, Custody or Control 16. Liquor Liability 17. Medical Payments 18. Non-owned Aircraft Coverage 19. Non-owned Watercraft 20. Personal And Advertising Injury -Discrimination or Humiliation 21. Personal And Advertising Injury -Contractual liability 22. Property Damage -Elevators 23. Supplementary Payments 24. Unintentional Failure To Disclose Hazards 25. Waiver of Subrogation -Blanket 26. Wrap-Up Extension: OCIP CCIP, or Consolidated (Wrap-Up) Insurance Programs CNA74705XX (1-15) Page 1 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/1/2016 Copyright CNA All Flights ReselVed. Includes copyrilfoted material of Insurance SelVices Office. Inc., with its permission. CPlA Contractors' General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through H. below whom a Named Insured is required to add as an addnionaJ insured on this Coyerage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily Injury or property damage; or (b) the offense that caused the personal and advertising Injury, for which such additional insured seeks coverage. b. However, subject always to the terms and condnions of this policy, including the lim~s of insurance, the Insurer will not provide such additional insured with : (1) a higher limit of Insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through H. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising Injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner's liability for bodily Injury, property damage or personal and advertising Injury as co-owner of such premises. C_ Lassor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily Injury, property damage or personal and advertising Injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily Injury, property damage or the offense giving rise to such personal and advertising Injury takes place prior to the termination of such lease. D. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily Injury, property damage or pereonal and advertising Injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily Injury, property damage or the off ense giv ing rise to such personal and advertlsfng Injury takes place prior to CNA74705XX (1-15) Policy No: 4032762755 Page 2 of 18 Endorsement No: Effective Date: 9/1/2016 Insured Name: Belsaas & Smith Construction, Inc. Cop~right CNA All Rights ReselVed. InclUdes cop~righted matenal of Insurance Services Office. Inc .• with Its permiSsion. C'NA Contractors' General Liability Extension Endorsement the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. E. Lusor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only wilh respect to liability for bodily Injury, property damage or personal and advertising Injury arising out of the ownership , maintenance or use of such part of the premises leased to the Named Insured, and provided that the oocurrence giving rise to such bodily injury or property damage, or the offense giving rise to such pereonal and advertising Injury, takes place prIor to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertiSing Injury arising out of the Named Ins urad's ownership, maintenance, or use 01 a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured . G. State or Governmental Agency or Subdlvlelon or Political Subdivisions -Permits A state or governmental agency or subdivision or pol~ical subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising Injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a. the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does nol apply to: a. Bodily injury, property damage or personal and advertising Injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily Injury or property damage included w~hin the products-completed operations hazard. With respect to this provision'S requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the govemmental entity as an additional insured. H. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named 'nsured is required to include as an CNA74705XX (1-15) Policy No: 4032762755 Page 3 of 18 Endorsement No: Effective Date: 9/112016 Insured Name: 'Betsaas & "Smith-Constraction,-Inc.· ••• ---• -• -••• -• --••• -••••••••• -, • --• - Copyright CNA All Flight$ Reserved_ Includes copyrighted material of Insurance Services OIIice , Inc., with its permission. C'NA Contractors' General Liability Extension Endorsement additional insured, but only with respect to such person or organization's liability for bodily Injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. 2. ADDITIONAL INSURED • PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the addnional insured is a named insured. Otherwise, and notwithstanding anything to the contrary elseWhere in this Condition , the insurance provided to such person or organizatfon is excess of any other Insurance available to such pe.rson or organ izati on. 3. BODILY INJURY -EXPANDED DEFINITION Under DEFINITIONS. the definition of bodily Injury is deleted and replaced by the following: Bodily Injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 4. BROAD KNOWLEDGE OF OCCURRENCE! NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the fonowing provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The 'Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or an employes designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or cl.lm and that failure is solely due to the Named Insured's reasonable belief that the bodily Injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 5. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. In its entirety and replace it with the following: CNA74705XX (1-15) Paae 4 of 18 Insured Name: j3elsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/112016 Copyright CN" All Rights Reserved. Includes copyrighted mllterial of Insurance Services Office, Inc., with Its permlmon. C'NA Contractors' General liability Extension Endorsement 3. Pursuant to the limitations described in Paragraph 4. below. any organization in which a Named Insured has management oontrol: a. on the effective date of this Coverage Part: or b. by reason of a Named Insured creating or acquiring the organization during the polloy period. qualities as a Namad Insured. provided that there is no other similar liability insurance. whether primary. contributory, excess, oontingent or otherwise, which provides ooverage to such organization. or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its ooverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (8) any partnership. limited liability oompany or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management oonlrol means: A. owning interests representing more than 50% of the voting. appointment or designation power for the selection of a majority of the Board of Directors 0' a corporation; or B. having the right. pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior 10 the date of management control, or that first occurs after management control ceases; nor b. personal or advertising Injury caused by an offense that first occurred prior to the date of management oontrol or that first occurs after management oontrol ceases. S. The insurance provided by this Coverage Part applies to Namad Insureds when trading under their own names or under such other trading names or doing-business-as names (dba) as any Named Insured should choose to employ. 6. BROADENED LIABILITY COVERAGE FOR DAMAGE TO YOUR PRODUCT AND YOUR WORK A. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability. the paragraph entitled Exclusions is amended to delete exclusions k. and I. and replace them with the following: This insurance does not apply to: k. Damage to Your Product Properly damage to your product arising out of it. or any part of it except when caused by or resulting from: (1) fire; (2) smoke; (3) collapse; or (4) explosion. I. Damage to Your Work CNA74705XX (1-15) Page 5 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/112016 copyrtght CNA All RIghts Reserved. Includes copyrighted material of Insurance Service& Office, Inc .• with Its permission. CWNA Contractors' General Liability Extension Endorsement Property damage to your work arising out of it, or any part of it and included in the productso()ompleted operations hazard. This exclusion does not apply: (1) If the damaged work, or the work out of which the damage arises, was performed on the Named Insured's behalf by a subcontractor; or (2) H the cause of loss to the damaged work arises as a result of: (8) fire; (b) smoke; (c) collapse; or (d) explosion. B. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. above, $100,000 is the most the Insurer will pay under Coverage A for the sum of damages ariSing out of anyone occurrence because of property damage to your prOduct and your work that is caused by fire, smoke, collapse or explosion and is included within the product-completed operations hazard. This sublimit does not apply to property damage to your work H the damaged work, or the work out of which the damage arises. was performed on the Named Insured's behalf by a subcontractor. C. This Broadened Liability Coverage For Damage To Your Product And Your Work Provision does not apply if an endorsement 01 the sarne name is attached to this policy. 7. CONTRACTUAL LIABILITY -RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of Insured contract is replaced by the following: Insured Contract means: a. A contract for a lease of premises. However. that portion of the contract for a lease of premises thai indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permiSSion of the owner is not an Insured contract; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation. as required by ordinance, to indemnify a municipality, except In connection with work for a municipality; e. An elevator maintenance agreement; t. That part of any other contract or agreement pertaining to the Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily Injury or property damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: <.> Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports. surveys, field orders, change orders or drawings and specifications; or CNA74705XX (1-15) Page 6 of 18 Insured Name: Belseas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/1/2016 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services amcII. Inc .. with its permission. C'NA Contractors' General Liability Extension Endorsement (b) Giving directions or instructions, or failing to give them. if that is the primary cause of the injury or damage; (2) Under which the Insured. if an arc/1Hect. engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 8. ELECTRONIC DATA LIABILITY A. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion p. Electronic Data and replace it with the following: This insurance does not apply to: p. Access Or Disclosure Of Confidential Or Personal Information And Data-related Liability Damages arising out of: (1) any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or (2) the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data that does not result from physical injury to tangible property. However, unless Paragraph (1) above applies, this exclusion does not apply to damages because of bodily InJUry. This exclusion applies even if damages are claimed lor notification costs, credit monitoring expenses, forensic expenses, public relation expenses or any other loss, cost or expense incurred by the Named Insured or others arising out of that which is described in Paragraph (1) or (2) above. B. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. above, $100,000 is the most the Insurer will pay under Coverage A for all damages arising out of anyone occurrence because of property damage that results from physical injury to tangible property and arises out of electronic data. C. The following definition is added to DEFINITIONS: Electronic data means information, tacts or programs stored as or on, created or used on, or transmitted to or from computer software (including systems and applications software), hard or floppy disks, CO· ROMS, tapes, drives, cells, data proceSSing devices or any other media which are used with electronically controlled equipment. D. For the purpose of the coverage provided by this ELECTRONIC DATA LIABILITY Provision, the definition of property damage in DEFINITIONS is replaced by the following: Property damage means: a. Physical injury to tangible property, Including all resulting loss of use ot that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the occurrence that caused it; or o. Loss of, loss of use of, damage to, corruption of, inability to access, or inability to properly manipulate electronic data, resulting from physical injury to tangible property. All such loss of electronlo data shall be deemed to occur at the time of the ocourrence that caused it. For the purposes of this insurance, electronic data is not tangible property. CNA74705XX (1·15) Page 70f 18 Insured Name: Belsaas & Smith Construction,lnc. Policy No: 4032762755 Endorsement No: Effective Date: 9/112016 Copyright CNA All Rfghl$ Reserved. Includes copyrighted material of Insurance Services Office, Inc .• with Its permission. C'NA Contractors' General liability Extension Endorsement E. If Electronic Data Liability is provided at a higher limit by another endorsement attached to this policy, then the $100,000 limit provided by this ELECTRONIC DATA LIABILITY Provision is part of, and not in addition to, that higher limit. 8, ESTATES, LEGAL RI!PRESElNTATIVES, AND SPOUSES The estates, heirs, legal representatives and spouses of any natural person Insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives, and spouses only for clail1l8 arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of jOint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 10. EXPECTED OR INTENDED INJURY -EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph ent~led Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily Injury or property damage resulting from the use of reasonable force to protect persons or property. 11. GENERAL AGGREGATE LIMITS OF INSURANCE -PER PROJECT A. For each construction project away from premises the Named Insured owns or rents, a separate Construction Project General Aggregate Limit, equal to the amount of the General Aggregate Limit shown in the Declarations, is the most the Insurer will pay for the sum of: 1. All damages under Coverage A. except damages because of bodily Injury or property damage induded in the products-completed operations hazard; and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that construction project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Construction Project General Aggregate Limit 01 any other construction project. B. All: 1. Damages under Coverage e, regardless of the number of locations or construction projects involved; 2. Damages under Coverage A. caused by occurrences which cannot be attributed solely to ongOing operations at a single construction project, except damages because of bodily injury or property damage Included in the products-completed operations hazard; and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single construction project, will reduce the General Aggregate Limit shown in the Declarations. C. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Construction Project General CNA74705XX (1-15) Page 80f 18 Insured Name: Belsaas & Smith Construction, Inc. POlicy No: 4032762755 Endorsement No: Effective Date: 9/112016 Copyright CNA All Rights ReseNed. Includes copyrighted material of Insulance Services Office, Inc., with Its permIssion. C'NA Contractors· General Liability Extension Endorsement Aggregate Limit or the General Aggregate Limit shown in the Declarations, depending on whether the occurrence can be attributed solely to ongoing operations at a particular construction project. D. When coverage for liability arising out of the products-completed operatrons hazard is provided, any payments for damages because of bodily Injury or property damage included in the products- completed operallons hazard will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations, regardless of the number of projects involved. E. If a single construction project away from premises owned by or rented to the Insured has been abandoned and then restarted, or if the authorized contracting parties deviate from plans. blueprints, designs. specifications or timetables, the project will still be deemed to be the same construction project. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily Injury that arises out of a health care Incident: A. Under COVERAG!S, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insu rance ap pli es to bodily Injury p rOVided that the profes sion al health care services are incidental to th e Named Insured's pri mary bUsi ness purpose. and only II: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily Injury first occurs during the policy period. All bodily Injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and B. Under COVERAGI!S. Coverage A -Bodily Injury and Property Damage Liability, the paragraph ent~led Exclusions Is amended to: I. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily Injury arising from a health care Incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). II. delete the exclusion entilled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees . III. add the following additional exclusions: This insurance does not apply to: Discrimination CNA74705XX (1-15) Page 90f 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/1/2016 Copyright eNA All Rights ReseNed. Includes copyrighted material of Insurance SeNicas Office, Inc .• with its parmlssion. C'NA Contractors' General Liability Extension Endorsement any actual or alleged discrimination, humiliation or harassment, including but not limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crlma Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicara/Medlcald Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local govemmental program. Sarvlces Excluded by Endorsement Any health care Incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: I. add the following definitions: Health care Incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or receiVed. Professional health care services means any health care services or the related furnishing of food, beverages. medical supplies or appliances by the following providers in their capacity as such but solely to the exlent they are duly licensed as required: a, Physician; b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; t. Dentist; g. Physical therapist; h. Psychologist; I. Speech therapist; J. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. iI. delete the definition of occurrence and replace it with the following: Ocourrence means a health oare Incident. All acts, errors or omissions that are logically cqnnected by any common fact, circomst·ance. situation. transaolion, event. advice or decision will be considered to constitute a single ocourrence; CNA74705XX (1~15) Page 10 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/1/2016 Copyrigt'll CNA All Rlgt'lts ReselVed. Includes copyriltltect material 01 Insurance SelVices Office, Inc .• with Its permiSSion. C'NA Contractors' General Liability Extension Endorsement iii. amend the definition of Insured to: a. add the following: • the Named Insured's employe88 are Insureds with respect to: (1) bodily Injury to a co-employee wh ite In the co u rse ol,the co-employee's employm ent by the Named Insured or while ~)9rf o rmln g duties relate d to the conduct of l he Named Insured's business: and (2) bodily Injury to a voluntee, worker while performing duties related to the conduct of the Named Insured's business: when such bodily Injury arises out of a health care incident. • the Named Insured's volunteer workers are Insureds with respect to: (1) bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to an employee whUe in the co urse 01 th e employee'e employment by the Nemed Insured or while performi ng duti es rel ate d to the conduct of the Named Insured's business; when such bodily Injury arises out 01 a health care Incident. b. delete Subparagraphs (a), Cb). Cc) and Cd) of Paragraph 2.a.(1) of WHO IS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance b. Excess Insurance (1) To the extent this insurance applies, ~ is excess over any other insurance, self insurance or risk transfer instrument, whether primary. excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14. JOINT VENTURES I PARTNERSHIP I LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete ~s last paragraph and replace it with the following: No person or organization is an Insured with respect to the conduct of an y current or past partn ers h ip , joint venture or limited liability company that is not shown as a Named Insured i n the Declarations, except that if the Named Insured was a jOint ven turer, partner, o r membe r of a limited liability co mpany a nd such jo int venture , partn ership or limited liability co mpany terminated pri or to or during the policy period, such Named Insured is an Insured wtth respect to ~s interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising Injury occurred prior to such termination date, and the personal and advertising Injury arising out of such offense first occurred after such termination date; b. the bodily Injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, Joint venture or lim~ed liability company; and If the jOint venture, partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpo se of CNA74705XX (1-15) Po li cy No: 4032762755 Page 11 ot 18 Endorsement No: Effective Date: 9/1/2016 Insured Name: Belsaas & Smith Construction, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., wilh Its permission. C'NA Contractors' General Liability Extension Endorsement paragraph c. above. But this provision will not serve to exclude bodily Injury, property damage or personal and advertising Injury that would othel'\lllise be covered under the Contractors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP. CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance program. 15. LEGAL LIABILITY -DAMAGE TO PREMISES I ALIENATED PREMISES I PROPERTY IN THE NAMED INSURED'S CARE, CUSTODY OR CONTROL A. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability. the paragraph entitled Exclusions is amended to delete exclusion J. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j. Damage to Property Property damage to: (1) Property the Named Insured owns, rents, or occupies, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property lor any reason, including prevention of injury to a person or damage to another's property; (2) Premises the Named Insured seils, gives away or abandons, if the property damage arises out of any part of those premises: (3) Property loaned to the Named Insured; (4) Personal property in the care, custody or control of the Insured; (5) That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured's behalf are performing operations, if the property damage arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1). (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permiSSion 01 the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2) of this exclusion does not apply If the premises are your work. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products- completed operations hazard. Paragraphs (3) and (4) of this exclusion do not apply to property damage to: i. tools, or equipment the Named Insured borrows from others, nor ii. other personal property of others in the Named Insured's care, custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However, the coverage granted by this exception to Paragraphs (3) and (4) does not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; CNA74705XX (1-15) Policy No: 4032762755 Page 12 of 18 Endorsement No: Effedive Date: 9/1/2016 Insured Name: (Belsaas & Smith Construction, Inc. Copyright CNA All RIghts Reserved. Includes copyrighted material of Insurance Services Office. Inc., with its permiSSion. I C'NA r--Contractors' General Liability Extension Endorsement b. property that is mobile equipment leased by an Insured; o. property that is an auto. aircraft or watercraft; d. property in transH; or e. any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. B. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. above. $25,000 is the most the Insurer will pay under Coverage A for damages arising out of anyone occurrence because of the sum 01 all property damage to borrowed tools or equipment, and to other personal property of others in the Named Insured's care, custody or control, while being used in the Named Insured's operations away from any Named Insured's premises. The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6., Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. above, (the Each Occurrence Limit). the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to anyone premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured 10r a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1 )(a)(ii) 01 the Other Insurance Condition Is deleted and replaced by the following: (Ii) That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control; 16. LIQUOR LIABILITY Under COVERAGE!S, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exctusion entitled Liquor Liability. This LIQUOR LIABILITY provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. CNA74705XX (1·15) Page 13 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 91112016 Copyright CNA All RIghts Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Its perml68lon. C'NA Contractors' Genera. Liability Extension Endorsement 17. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the lollovlling: 7. Subject to Paragraph 6. above (the Each Occurrence Limit). the Medical Expense Limit is the most the Insurer will pay under Coverage C -Medical Paymenta for all medical expenses because of bodily Injury sustained by anyone person. The Medical Expense Limit is the greater of: (1) $15.000 unless a different amount is shown here: $N,NNN,NNN.NNN; or (2) the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of Coverage C -Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 18. NON-OWNED AIRCRAFT Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability. the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft Is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currenlly effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured: and 3. the aircraft is not being used to carry persons or property for a charge. 19. NON.()WNED WATERCRAFT Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability. the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exdusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY -DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS. the definition of personal and advertising Injury Is amended to add the following tort: • Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES. Coverage B -Personal and AdvertiSing Injury Liability, the paragraph entitled Exclusions Is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: CNA74705XX (1-15) Page 14 of 18 Insured Name: (Belsaas & Smith Construction. Inc. POlicy No: 4032762755 Endorsement No: EHective Date: 91112016 Copyright CNA All Rill1ts Reserved. Includes copyrighted material of Insurance Services OIftce . Inc .• with its permission. C'NA Contractors· General Liability Extension Endorsement This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY -DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from • Provision 1, ADDITIONAL INSURED of this endorsement; or • attachment of an additional insured endorsement to this Coverage Part. This PERSONAL AND ADVERTISING INJURY -DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY· CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B -Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the ooverage provided by this PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY provision, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS -COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no oonflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2. The first unnumbered paragraph beneath Paragraph 2.f.(2Xb) is deleted and replaced by the following: CNA74705XX (1-15) Page 15 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/112016 Copyright CNA All RIghts Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Its permiSSion. C'NA Contractors' General Liability Extension Endorsement So long as the above cond~ions are met, attomeys fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer's request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising Inlury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY· CONTRACTUAL LIABILITY Provision does not apply if Coverage B -Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY· CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE -ELEVATORS A. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability. the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely lor the purpose of the coverage provided by this PROPERTY DAMAGE -ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance. whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS -COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost 01 bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1.000. limit. 24. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 25. WAIVER OF SUBROGATION -BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contmct or agreement: 1. is in effect or becomes effective during the term of this Coverage Part; and CNA74705XX (1-15) Page 16 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: EffectiVe Date: 9/112016 Copyright CNA All Rights ReselVed. IncludBG copyrighted material of Insurance SelVlee!; Office, Inc., with Its permission. erNA Contractors' General Liability Extension Endorsement 2. was executed prior to the bodily Injury, property damage or personal and advertising Injury giving rise to the claim. 28. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permhted to be insured under a consolidated (wrap-up) Insuranoe program by applicable state statute or regulation. If the endorsement EXCLUSION -CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A. The following wording is added to the above-referenced endorsement: With respect to a consolidated (wrap-up) Insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily Injury, property damage, or personal or advertising Injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily Injury or property damaga included within the products-complatad operations hazard that arises out of those portions of the project that are not resldantlal structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1Xc): This insurance is excess over. (0) Any of the other insurance whether primary , excess. contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) Insurance program, but only as respects the Nemed Insured's involvement in that consolidated (wrapwup) Insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up) Insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, 8uch as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.J.P.). Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not IimHed to: 1. single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2. the common areas and structures appurtenant to the structures in paragraph 1. (including pools . hot tubs, detached garages, guest houses or any similar structures). However. when there is no individual ownership of units, residential structure does not Include military housing, college/unlvershy housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not Indude hospitals or prisons. This WRAp·UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. CNA74705XX (1-15) Page 17 of 18 Insured Name: Belsaas & Smith Construction Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9/112016 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Service" Office, Inc .• with Its permission. C'NA Contractors' General Liability Extension Endorsement All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrenlly with said Policy. CNA74705XX (1-15) Page 18 of 18 Insured Name: Belsaas & Smith Construction, Inc. Policy No: 4032762755 Endorsement No: Effective Date: 9(112016 Copyright CNA All Rights RUBrved. Includes copyrfghted material of InI;uranCB Services Offtce. Inc., with Its permission. PERFORMANCE BOND (Public Work) Bond No.: 106574447 TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA Hartford, Connecticut 06183 KNOW ALL BY THESE PRESENTS, That we, Belsaas & Smith Construction, Inc., as Principal, and Travelers Casualty and Surety Company of America, a Connecticut corporation, as Surety, are held and firmly bound unto Kittitas County, as Obligee, in the sum of Two Hundred Forty Three Thousand Five Hundred Forty and 00/100 Dollars ($243,540.00) for the payment whereof said Principal and Surety bind themselves, jointly and severally, as provided herein . WHEREAS, Principal has entered into a contract with Obligee dated August 30, 2016 for West Septage Pond Reconstruction ("Contract"). NOW, THEREFORE, the condition of this obligation is such that if Principal shall perform the Construction Work to be done under the Contract, then this obligation shall be null and void; otherwise to remain in full force and effect. Surety's obligations hereunder shall not arise unless Principal is in default under the Contract for failing to perform the Construction Work, and has been declared by Obligee to be in default under the Contract for failing to perform the Construction Work; and Obligee has performed its obligations under the Contract. In such event, Surety shall have a reasonable period of time to : 1. Upon entering into an acceptable written takeover agreement with Obligee, undertake to perform and complete the Construction Work to be done under the Contract; or 2 . Obtain bids or negotiated proposals from qualified contractors for a contract for completion of the Construction Work to be done under the Contract, arrange for a contract to be prepared for execution by Obligee and contractor, to be secured with performance and payment bonds executed by a qualified surety; or 3. Waive its right to perform or complete the Construction Work pursuant to paragraphs 1 and 2 above, and with reasonable promptness under the circumstances: (a) After investigation, determine the amount for which it may be liable to the Obligee and, as soon as practicable after the amount is determined, tender payment therefor to the Obligee; or (b) Deny liability in whole or in part and notify the Obligee citing reasons therefor. 4. The Contract balance, as defined below, shall be credited against the reasonable construction cost of completing the Construction Work to be performed under the Contract. If completed by Obligee pursuant to paragraphs 2 or 3 above, and the reasonable construction cost exceeds the Contract balance, Surety shall pay to Obligee such excess, but in no event shall the aggregate liability of Surety exceed the amount of this bond . If Surety completes the Construction Work pursuant to paragraph 1 above, that portion of the Contract balance as may be required to complete the Construction Work to be done under the Contract and to reimburse Surety for its outlays shall be paid to Surety at the times and in the manner as said sums would have been payable to Principal had there been no default under the Contract; provided, however, that to the extent that Surety's outlays exceed the Contract balance paid to Surety by Obligee, Surety shall be entitled to a dollar for dollar reduction of its liability under this bond, and Surety's aggregate liability shall not exceed the penal sum of this bond. The term "Contract balance," as used in the paragraph, shall mean the total amount payable by Obligee under the Contract and any amendments thereto, less the amounts properly paid by Obligee to Principal under the Contract. The term "Construction Work" as used herein shall mean the providing all labor and/or material necessary to complete Principal's scope of work under the Contract. Notwithstanding any language in the Contract to the contrary, the Contract balance shall not be reduced or set off on account of any obligation, contractual or otherwise, except the reasonable construction cost incurred in completing the Construction Work. 5. Any suit by Obligee under this bond must be instituted before the earlier of: (a) the expiration of one year from the date of substantial completion of the Construction Work, or (b) one year after Principal ceased performing the Construction Work under the Contract, excluding warranty work. If this bond is provided to Performance Bond -Page 1 of 2 comply with bond statutes in the location where the Construction Work is being performed, and the bond statutes contain a statute of limitations for suits on the performance bond, then the limitation period set forth herein shall be read out of this bond and the statute of limitation set forth in the bond statutes shall be read into this bond. If the limitation set forth in this bond is void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable, and said period of limitation shall be deemed to have accrued and shall commence to run no later than the earlier of (y) the date of substantial completion of the Construction Work, or (z) the date Principal ceased performing Construction Work, excluding warranty work. 6. No suit or action shall be commenced hereunder other than in a court of competent jurisdiction in the county or other political subdivision of the state in which the project, or any part thereof, is situated, or in the United States District Court for the district in which the project, or any part thereof, is situated, and not elsewhere. 7. This bond shall not afford coverage for any liability of Principal for tortious acts, whether or not said liability is direct or is imposed by the Contract, and shall not serve as or be a substitute for or supplemental to any liability or other insurance required by the Contract. No right of action shall accrue on this bond to or for the use of any person or entity other than the named Obligee . 8. This bond is provided to comply with applicable statutory or other legal requirement for performing construction contracts for public owners in the location where the Construction Work is being performed. Except as provided in paragraph 5 above, all provisions in the bond which are in addition to or differ from applicable statutory or legal requirements shall be read out of this bond, and all pertinent statutes and other legal requirements shall be read into the bond. Signed this 31st day of August, 2016. CS-IO 15-0905 Belsaas & Smith Construction, Inc. (Principal) Travelers Casualty and Surety Company of America By \t~~I~~ Lori McKimmy, AttomeY -1 act Performance Bond -Page 2 of 2 PAYMENT BOND (Public Work) Bond No.: 106574447 TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA Hartford , Connecticut 06183 KNOW ALL BY THESE PRESENTS, That we, Belsaas & Smith Construction, Inc., as Principal, and Travelers Casualty and Surety Company of America, a Connecticut corporation, as Surety, are held and firmly bound unto Kittitas County, as Obligee, in the sum of Two Hundred Forty Three Thousand Five Hundred Forty and 00/100 U.S. Dollars ($243,540.00) for the payment whereof said Principal and Surety bind themselves, jOintly and severally , as provided herein. WHEREAS, Principal has entered into a contract with Obligee, dated August 30, 2016, for West Septage Pond Reconstruction ("Contract"). NOW, THEREFORE, the condition of this obligation is such that if Principal shall promptly make payment to all Claimants as hereinafter defined for all labor and material actually used, consumed or incorporated in the performance of the construction work to be performed under the Contract, then this obligation shall be void; otherwise to remain in full force and effect, subject, however, to the following conditions: 1. A Claimant is defined as one other than Obligee having a contract with Principal or with a direct subcontractor of Principal to supply labor and/or materials and said labor and/or materials are actually used, consumed or incorporated in the performance of the construction work under the Contract. 2. Principal and Surety hereby jOintly and severally agree with Obligee that every Claimant as herein defined who has not been paid in full before the expiration of a period of ninety (90) days after the date on which the last of such Claimant's work or labor was done or performed or materials were furnished by such Claimant, may bring suit on this bond, prosecute the suit to final judgment for the amount due under Claimant's contract for the labor and/or materials supplied by the Claimant which were used , consumed or incorporated in the performance of the work , and have execution thereon ; provided, however, that a Claimant having a direct contractual relationship with a subcontractor of Principal shall have a right of action on this bond only if said Claimant notifies Surety in writing of its claim within ninety (90) days from the date on which said Claimant did or performed the last labor and/or materials for which the claim is made. Obligee shall not be liable for the payment of any costs or expenses of any such suit. 3 . No suit or action shall be commenced hereunder by any Claimant: a. After the expiration of the earlier of: (1) one year after the day on which Claimant last supplied the labor and/or materials for which the claim is made; or (2) the limitation period set forth in the public works bond statutes, if any, in the location where the construction work is being performed. Any limitation contained in this bond which is prohibited by any law controlling in the state where the suit is filed shall be deemed to be amended so as to be equal to the minimum period of limitation permitted by the law of that state, and said period of limitation shall be deemed to have accrued and shall commence to run on the day Claimant last supplied the labor and/or materials for which the claim is made; and b. Other than in a state court of competent jurisdiction in the county or other political subdivision of the state in which the project, or any part thereof, is situated , or in the United States District Court for the district in which the project, or any part thereof, is situated, and not elsewhere. Payment Bond -Page 1 of 2 4. The amount of this bond shall be reduced by and to the extent of any payment or payments made in good faith hereunder. Surety's liability hereunder is limited, singly, or in the aggregate, to the penal sum of the bond set forth herein. 5. This bond is provided to comply with a statutory or other legal requirement for performing construction contracts for public owners in the location where the construction work is being performed. Except as provided in paragraph 3 above, all provisions in the bond which are in addition to or differ from those statutory or legal requirements shall be read out of this bond, and all pertinent statutes and other legal requirements shall be read into the bond. This bond is a statutory bond , not a common law bond . Signed this 31st day of August, 2016 . CS-1011 -0905 Belsaas & Smith Construction, Inc. (Principal) BY:~~ Travelers Casualty and Surety Company of America By: ---"-"=.:....:..''--~---=-_......:..-..:...l _rY\.....:"..-~~ ______ _ Lori McKimmy, Attorney-in ct Payment Bond -Page 2 of 2 WARNING: T 15 P0WER OF ATIORNEV IS INVALID WITHOUT THE RED BORDER ..... POWER OF ATTORNEY TRAVELERS J Attorney-In Fact No. Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company 226181 St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company Certilicate No. 0 0 6 4 8 8 3 2 3 KNOW ALL MEN BY THESE PRESENTS: That Farmington Casualty Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company are corporations duly organized under the laws of the State of Connecticut, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc., is a corporation duly organized under the laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Donna S. Martinez. Kenneth J. Frick, Alex B. Hodge. Rodney C. Lewis. and Lori McKimmy of the City of Yakima . State of Washington , their true and lawful Attorney(s)-in-Fact, each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WI' WIIE[{EOF. II Ie COlllpautc;~ have caused this instrument to be signed and their corporate seals to be hereto affixed, this _____ 1_3_th ____ _ lIgU~1 lUIS dayof __________________ _ State of Connecticut City of Hartford ss. Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company o ~ By: St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company 13th August 2015 . On this the day of , before me personally appeared Robert L. Raney, who acknowledged hImself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, SI. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. In Witness Whereof, I hereunto set my hand and official seal. My Commission expires the 30th day of June, 2016. 58440-8-12 Printed in U.S.A. Marie C. Tetreault. Notary Public WARNING: THIS POWER OF ATIORNEY IS INVAUD WITHOUT THE RED BORDER