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HomeMy WebLinkAboutC13-039 River Restoration Agreement AGREEMENT BETWEEN EAGLE COUNTY AND RIVER RESTORATION FOR BOAT LAUNCH DESIGN AT COLORADO RIVER RANCH SITE THIS AGREEMENT is made this 1 1 day of 13, by and between Eagle County ( "County "), and River Restoration.Org, LLC ( "Contract "), a Colorado limited liability company with a principal place of business at 1175 CR 154, Glenwood Springs, Colorado 81601. WHEREAS, County desires to design a boat launch at its "Colorado River Ranch" Open Space Parcel (the "Property"); and WHEREAS, Contractor is an engineering firm authorized to do business in the State of Colorado, has experience and expertise necessary to provide said services to County; and WHEREAS, County and Contractor intend by this Agreement to set forth the scope of the responsibilities of Contractor in connection with the services and related terms and conditions to govern the relationship between Contractor and County in connection with this Agreement. NOW, THEREFORE, in consideration of the foregoing premises and the following promises, County and Contractor agree as follows: ARTICLE 1— WORK 1.1 Contractor agrees to provide all services, labor, personnel and materials to perform and complete the services set forth in Contractor's Proposal Dated January 28, 2013 (hereinafter "Services" or "Work ") which is attached hereto as Exhibit A and incorporated by this reference. Contractor and will use its expertise, skill to perform the Services. In the event of any conflict between the contents of this Agreement and Exhibit A and B, this Agreement shall control. All Work for Tasks 1, 2, 3, 4 and 5 shall be completed no later than April 19, 2013. Tasks 6, 7 and 8 shall be completed no later than June 7, 2013. Task 9 will be determined by the Construction Schedule and River Flows but should be completed by August 2013. ARTICLE 2 — COUNTY'S REPRESENTATIVE 2.1 The Eagle County Project Manager shall be Contractor's contact with respect to this Agreement and the performance of the Services. ARTICLE 3 — TERM OF AGREEMENT 3.1 This Agreement shall commence upon execution of this Agreement by both parties, and, subject to the provisions of Article 11 hereof, shall continue in full force and effect until the Services are satisfactorily completed in accordance with the terms of this Agreement. 1 C(ry0 ARTICLE 4 — COMPENSATION 4.1 For the Services to be provided hereunder, County will pay Contractor the amounts provided in Exhibit "A." The maximum amount of compensation under this Agreement shall not exceed $39,452.50 without a change order signed by both parties. 4.2 Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Contractor respecting the Services. The invoice shall include a description of services performed. Upon request, Contractor shall provide County with such other supporting information as County may request. 4.3 County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. 4.4 Notwithstanding anything to the contrary contained in this Agreement, no charges shall be made to the County nor shall any payment be made to the Contractor in excess of the amount for any Services done without the written approval in accordance with a budget adopted by the Board in accordance with provisions of the Colorado Revised Statutes. Moreover, the parties agree that the County is a governmental entity and that all obligations beyond the current fiscal year are subject to funds being budgeted and appropriated. ARTICLE 5— CONTRACTOR'S REPRESENTATIONS In order to induce County to enter into this Agreement, Contractor makes the following representations: 5.1 Contractor has familiarized itself with the nature and extent of the Services to be provided hereunder, the Property, and with all local conditions, and federal, state, and local laws, ordinances, rules and regulations that in any manner affect cost, progress, or performance of the Services. 5.2 Contractor will make, or cause to be made, examinations, investigations, and tests as he deems necessary for the performance of the Services. 5.4 To the extent possible, Contractor has correlated the results of all such observations, examinations, investigations, tests, reports, and data with the terms and conditions of this Agreement. 5.5 To the extent possible Contractor, has given County written notice of all conflicts, errors, or discrepancies that he has discovered in the Agreement. 2 5.6 Contractor will be responsible for provision of the Services and shall perform the Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to professional engineering firms. Further, in rendering the Services, Contractor shall comply with the highest standards of customer service to the public. Contractor shall provide appropriate supervision of its employees to ensure the Services are performed in accordance with this Agreement. ARTICLE 6 — ENTIRE AGREEMENT 6.1 This Agreement represents the entire Agreement between the parties hereto. There are no Contract Documents other than this Agreement and its Exhibit A. The Agreement may only be altered, amended, or repealed in writing. ARTICLE 7 — MISCELLANEOUS 7.1 No assignment by a party hereto of any rights under, or interests in the Agreement will be binding on another party hereto without the written consent of the party sought to be bound; and specifically, but without limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Agreement. 7.2 County and Contractor each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, in respect to all covenants, agreements, and obligations contained in this Agreement. 7.3 Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. § 29 -1 -101 et seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 7.4 Provision Mandated by C.R.S. § 8- 17.5 -101 et seq. PROHIBITIONS ON PUBLIC CONTRACT FOR SERVICES 7.4.1 If Contractor has any employees or subcontractors, Contractor shall comply with C.R.S. § 8- 17.5 -101, et seq., regarding Illegal Aliens — Public Contracts for Services, and this Contract. By execution of this Contract, Contractor certifies that it does not knowingly employ or contract with an illegal alien who will perform under this Contract and that Contractor will participate in the E -verify Program or other Department of Labor and Employment program ( "Department Program ") in order to confirm the eligibility of all employees who are newly hired for employment to perform Services under this Contract. 3 7.4.2 Contractor shall not: (i) Knowingly employ or contract with an illegal alien to perform work under this contract for services; or (ii) Enter into a contract with a subcontractor that fails to certify to the Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. 7.4.3 Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in the E -verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E- verify program can be found at: http: / /www.dhs.gov /xprevprot/programs /gc 1185221678150. 7.4.4 The Contractor shall not use either the E -verify program or other Department Program procedures to undertake pre - employment screening of job applicants while the public contract for services is being performed. 7.4.5 If the Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the Contractor shall be required to: (i) Notify the subcontractor and the County within three days that the Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and (ii) Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (D) the subcontractor does not stop employing or contracting with the illegal alien; except that the Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. 7.4.6 The Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. § 8- 17.5- 102(5). 7.4.7 If a Contractor violates these prohibitions, the County may terminate the contract for a breach of the contract. If the contract is so terminated specifically for a breach of this provision of this Contract, the Contractor shall be liable for actual and consequential damages to the County as required by law. 7.4.8 The County will notify the office of the Colorado Secretary of State if Contractor violates this provision of this Contract and the County terminates the Contract for such breach. 4 7.5 Invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid or unenforceable provision was omitted. 7.6 Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any sub - consultant or sub - contractor agreements for the performance of any of the Services or without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to perform the Work and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned. Contractor shall require each sub - consultant or sub - contractor, as approved by County and to the extent of the Services to be performed by the sub - consultant or sub - contractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. ARTICLE 8 - JURISDICTION AND VENUE: 8.1 This Agreement shall be interpreted in accordance with the laws of the State of Colorado and the parties hereby agree to submit to the jurisdiction of the courts thereof. Venue shall be in the Fifth Judicial District for the State of Colorado. 8.2 In the event of litigation between the parties hereto regarding the interpretation of this Agreement, or the obligations, duties or rights of the parties hereunder, or if suit otherwise is brought to recover damages for breach of this Agreement, or an action be brought for injunction or specific performance, then and in such events, the prevailing party shall recover all reasonable costs incurred with regard to such litigation, including reasonable attorney's fees. ARTICLE 9 - INDEMNIFICATION: 9.1 The Contractor shall indemnify and hold harmless County and any of its officers, agents and employees against any losses, claims, damages or liabilities for which County or any of its officers, agents, or employees may become subject to, insofar as any such losses, claims, damages or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance by Contractor or any of its subcontractors hereunder; and Contractor shall reimburse County for any and all attorney fees and costs, legal and other expenses incurred by County in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnification shall not apply to claims by third parties against the County to the extent that the County is solely liable to such third party for such claims without regard to the involvement of the Contractor. 5 ARTICLE 10 - OWNERSHIP OF DOCUMENTS AND MATERIALS: 10.1 All documents (including electronic files) and materials which are obtained during, purchased or prepared in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Contractor or upon earlier termination of this Agreement. ARTICLE 11 - TERMINATION: 11.1 County may terminate this Agreement, in whole or in part, for any reason, at any time, with or without cause. Any such termination shall be effected by delivery to Contractor of a written notice of termination specifying the date upon which termination becomes effective. In such event, Contractor shall be compensated for all Services satisfactorily completed up to the date of termination for such Services. ARTICLE 12 — NOTICE 12.1 Any notice required under this Agreement shall be personally delivered, mailed in the Y q g p Y United States mail, first class postage prepaid, or sent via facsimile provided an original is also promptly delivered to the appropriate party at the following addresses: The County: Eagle County Project Management Rick Ullom, Construction Manager P.O. Box 850 Eagle, Colorado 81631 (970) 328 -8780 (p) (970) 328 -3539 (f) and a copy to: Eagle County Attorney P.O. Box 850 Eagle, Colorado 81631 (970)328 -8685 (p) (970) 328 -8699 (f) The Contractor: River Restoration.Org, LLC P.O. Box 2123 Glenwood Springs, CO 81601 (970) 947 -9568 12.2 Notices shall be deemed given on the date of delivery; on the date a FAX is transmitted and confirmed received or, if transmitted after normal business hours, on the next business day after transmission, provided that a paper copy is mailed the same date; or three days after the date of deposit, first class postage prepaid, in an official depositary of the U.S. Postal Service. 6 ARTICLE 13 — INDEPENDENT CONTRACTOR 13.1 It is expressly acknowledged and understood by the parties hereto that nothing contained in this Agreement shall result in, or be construed as establishing, an employment relationship between County and Contractor or County and Contractor's employees. Contractor and its employees shall be, and shall perform as, independent contractors. No officer, agent, subcontractor, employee, or servant of Contractor shall be, or shall be deemed to be, the employee, agent or servant of County. Contractor shall be solely and entirely responsible for the means and methods to carry out the Services under this Agreement and for Contractor's acts and for the acts of its officers, agents, employees, and servants during the performance of this Agreement. Neither Contractor nor its officers, agents, subcontractors, employees or servants may represent, act, purport to act or be deemed the agent, representative, employee or servant of County. ARTICLE 14 — INSURANCE REQUIREMENTS 14.1 At all times during the term of this Agreement, Contractor shall maintain insurance on its own behalf in the following minimum amounts: 14.1.1 Workmen's Compensation, disability benefits, and other similar employee benefit acts, with coverage and in amounts as required by the laws of the State of Colorado. 14.1.2 Comprehensive Automobile Insurance shall be carried in the amount of $1,000,000 for bodily injury and $1,000,000 for property damage, each occurrence. All liability and property damage insurance required hereunder shall be Comprehensive General and Automobile Bodily Injury and Property Damage form of policy. 14.1.3 Comprehensive liability and property damage insurance issued to and covering Contractor and any subcontractor with respect to all Work performed under this Agreement and shall also name County as an additional insured, in the following minimum amounts: Bodily Injury Liability: Each Person: $1,000,000 Each Accident or Occurrence: $1,000,000 Property Damage Liability: Each Accident or Occurrence: $1,000,000 Professional Liability: $1,000,000 14.2 Contractor shall purchase and maintain such insurance as required above and the certificate of insurance is attached hereto as Exhibit B. 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO 11 By: ill italliakirl Jo vney, hai an ATTEST: , r s i - - Us , Teak Simonton Clerk to the Board RIVER RESTORATION.ORG Tit1e: / a CONTRACTOR IS REQUIRED TO HAVE ITS SIGNATURE NOTARIZED STATE OF Colorad ) ) ss. COUNTY OF a Of f 1 id ) The foregoing instrument was acknowledged before me by ,q SO h Cort , of 1: R es1oraffigh this 2°I day ofJAfudYL , 20 2,. My commission expires: 10 /ZS j 15 � ����� to r i i r +rir Ja YwV1L �t `� �E' � q otary Public � �� NOrq� y PUBLIC X sa ., BLIC . ••� ., �� 'Nits 11111100 �\ 8 EXHIBIT A [INSERT PROPOSAL AND /OR SCOPE OF WORK] • 9 I V E R AFSTO1.ATION.ORG PO Box 2123 Glenwood Springs, CO 81601 (970) 947 -9568 January 28, 2013 Rick Ullom Eagle County, Construction Manager Project Management Department Office: 970 - 328 -8780 Mobile: 970 - 471 -0439 RE: Proposal for Eagle County Open Space Improvements Design at the Colorado River Ranch Dear Rick, RiverRestoration would like to offer our engineering services for the design of access road improvements, a parking lot, a concrete boat launch, and associated facilities at the Colorado River Ranch Eagle County Open Space. The following Scope of Work (SOW) outlines the Tasks necessary to complete the project. We are experts in river engineering issues specific to the Colorado River and its tributaries including flooding, recreation, and environmental concerns. We specialize in environmentally sensitive river construction techniques and are knowledgeable in river construction costs specific to Western Colorado. We take an organic, naturally functioning, holistic approach in all of our river projects. Task 1 Project Kickoff & Meetings RiverRestoration staff will participate in two separate meetings with Eagle County Staff necessary to finalize the SOW and to kick off the recreation enhancements projects once under contract. We will also be available by telephone and email to answer questions from the County and other consultants regarding the proposed SOW and project details. Task 2 Field Reconnaissance & Assessment RiverRestoration will perform one site visit as part of the field reconnaissance. This visit will be necessary to orient our staff on the project site and to identify specific areas for further analysis and design. Evaluations will be limited under winter conditions but will attempt to identify access road issues, road stability issues, drainage issues, opportunities for bank improvements, locations for the boat ramp and eddy improvements, available on -site materials, and physical constraints at the site. The field reconnaissance and assessment will be performed by our designers, giving them a greater understanding of the site conditions, opportunities, and constraints. This task assumes that survey data collected by Eagle County, at the project site, will be provided to RiverRestoration prior to initiating this task. It is also assumed that the County surveyor responsible for the initial field survey will accompany our staff to the project site to collect supplementary data as required for Task 2 Access Road IVE ' /� RE5TORATION. t " PO Box 2123 Glenwood Springs, CO 81601 (970) 947 -9568 Improvements and Task 4 Boat Launch & Parking Area Preliminary Drawings. Data will be collected sufficient to complete design adequate for the County Road and Bridge Department to improve the access road and to perform 30% design of the parking lot and boat ramp. Task 3 Access Road Improvements This task will require the development of construction drawings for access road improvements at the project site. Specific activities shall include: asphalt paving of the turnout area for approximately 100 ft along the site access road; addressing site drainage and culverts along the access road; and road improvements at the railroad crossing. Quantities associated with these specific design areas will be developed for Eagle County. Planview drawings, profiles, descriptions, and sections will also be developed for the specific access road improvement activities described herein. Final stamped construction drawings and specifications will be provided to Eagle County for the completion of this task. As part of this task, our engineer will plan to attend two pre - construction meetings. This task assumes the Eagle County will be responsible for designing access road improvements between the specific design areas described above. As such, it is assumed the County Road and Bridge Department will be performing construction activities on the access road and that bid support will not be required for this task. It is assumed that no work will be performed within the ephemeral drainage adjacent to the access road and as such a 404 permit will not be required. We also assume that Eagle County will be responsible for acquiring all construction permits necessary to perform this work. Task 4 Boat Launch & Parking Area Preliminary Drawings For the completion of this task, preliminary 30% design level drawings will be developed by RiverRestoration to describe a conceptual layout of the parking area, boat ramp, and associated facilities at the project site. The first step will be to perform baseline mapping and to create a Digital Terrain Model (DTM) based on survey data and rectified GIS data provided by Eagle County. Concept drawings will consist of a set of plan view maps (line drawings only) that spatially relates proposed improvements. Preliminary designs will show the locations of proposed boat launches, bank stabilization/eddy enhancement activities, public restrooms, circulation roads, fencing, Care of Water (COW), and site drainage. Concept design will consider projected site use numbers for planning purposes. RiverRestoration will coordinate preliminary drawings with the County for the purposes of satisfying requirements of their agreement with Colorado Open Lands and Nationwide Permits 36 and 42 for the United States Army Corps of Engineers (USACE). The COW plan shall include details and specifications depending on proposed construction techniques and the use of wet cement. Itemized quantities based on concept design will also be developed. We will present these preliminary designs to the county for review. IVE • RESTORATION.ORU PO Box 2123 Glenwood Springs, CO 81601 (970) 947 -9568 Task 5 Permitting and Coordination RiverRestoration will coordinate with Colorado Park and Wildlife (CPW), Eagle County, Bureau of Land Management (BLM), and the USACE to disclose discharge of materials below the Ordinary High Water Line (OHWL), identify care of water and best management practices below the ordinary high water line, and coordinate a construction window, all to minimize impacts. RiverRestoration will prepare Pre Construction Notification (PCN) for two USACE Nationwide Permits 36 and 42 along with the required supporting documentation including supplemental information, design plans, specifications, and details as necessary. A Dewatering Permit application for the CDPHE will be developed by RiverRestoration and provided to the County for finalization, payment, and submittal, based on the Care of Water plan presented in Task 4. A floodplain Use Permit will also be filled out and supplied to Eagle County for submittal to the County Floodplain Manager. We assume Eagle County will finalize and submit all permit applications. This effort also assumes that the County's selected design can be constructed under a Nationwide Permit 36 and 42, and that an Individual 404 Permit will not be required. Any public notices will be the responsibility of Eagle County. We assume Eagle County will be responsible for obtaining all permits necessary for construction outside of the specific permits described herein. Task 6 Supplementary Hydrographic Survey RiverRestoration will perform one supplementary survey of the river's edge and banks once the ice has receded from the reach and the ground is free of snow. During this survey, riparian species and preliminary wetland indicators will be identified, the OHWL will be delineated, bank stability will be evaluated, and geomorphic process will be determined. All survey data will be tied into on -site control provided by Eagle County and used to update the existing basemaps and DTMs. Task 7 Hydraulic Analysis River Restoration will perform baseline hydraulic analyses once the supplementary hydrographic survey has been performed. Using survey data of the east bank and available remotely sensed data, a 1 -D hydraulic model of the river reach will be developed using the USACE's HEC -RAS standard step backwater model. This model will be used to perform floodplain analysis necessary to compare 100 yr water surface elevations calculated from existing and proposed conditions. Documentation will be prepared describing hydraulic performance assumptions and floodplain information at the project site along with how proposed designs comply with Eagle County requirements. This task assumes that existing conditions can be matched hydraulically and coarse channel detail (GIS) will be adequate for floodplain assessments. This task assumes site inventory and assessment will be initiated during low flows conditions and that GIS data eli CE' PO Box 2123 Glenwood Springs, CO 81601 (970) 947 -9568 including topography, Floodplain Districts, ownership, land uses, setbacks, utilities, storm water discharges and other related issues will be provided. It is also assumed that GIS parcels are adequate to represent approximate property boundaries. This task assumes that Zone D modifications do not require any FEMA coordination and that the County will be responsible for any National Flood Insurance Program compliance. Task 8 Final Plans and Specifications Final design plans and specifications will be developed for the selected boat launch and parking area based on conceptual designs. These will include plan views, details, sections, descriptions, Best Management Practices (BMP) and technical specifications in an Advertisement for Bid for the project. Initially, 60% and 90% design level plans will be developed and submitted to the County for review. Itemized cost opinions based on associated design quantities will be developed and updated to create a bid tab. Notes and specifications will be provided at the 90% design level. Language for pre - qualification of Contractors will also be supplied. Final stamped project plans, construction specifications, and itemized cost opinions will be provided to the County for the completion of this task. This Task assumes that Eagle County will be responsible for all required County permits. Eagle County will also be responsible for preparing and advertizing for bid, including general and special conditions. We will review bids and qualifications and rank up to two Contractors. Our engineer will plan to attend one pre -bid meeting for the completion of this task. Task 9 Construction Monitoring RiverRestoration will travel to the proposed project site one time to perform stake out of access road and one time to perform stakeout of the parking area and boat ramp. We will place initial grade stakes on the site describing the layout and associated cut/fill of the project. Following the initial layout, it is the responsibility of the Contractor to maintain or relocate grade stakes as necessary. We will also return to the project sites to perform construction monitoring activities related to project aspects described herein. It is assumed that a staff member of RiverRestoration's will participate in a total of eight weekly construction meetings for the fulfillment of this task. RiverRestoration will review contractor work during the weekly construction meeting monitoring their general conformance with plans and specifications. Furthermore, we will be available to make contractor clarifications and field modifications to facilitate timely project completion. • IVER � T YSTORAT1ON.ORG PO Box 2123 Glenwood Springs, CO 81601 (970) 947 -9568 Thank you for the invitation to submit a proposal to provide professional services to Eagle County. Table 1 is our opinion of anticipated effort for the design of the access road improvements, a parking lot, a concrete boat launch, and associated facilities for the Open Space Improvements at Colorado River Ranch. Please contact us with any questions or concerns you may have or to discuss the details of this proposal at further length. Sincerely, JA4i Jason Carey P. . River Engineer j ason.carey @riverrestoration.org (970) 947 -9568 0 0 0 0 0 0 0 0 0 0 0 0 0 0 e 0 0 0 0 0 0 0 0 In • 0 0 rsi 0 0 0 0 0 0 0 0 oi 00 01$ m m % f U er \ O N. t A / m 0 01 z CO lip 0 0 / / 0 o a 00 v E \ } m ° E § H = a its N E _v , # L 0 / 2 0 % § _ 0 \ up r ,1 o 0 z v 0 E a = e 00 0 • / 0 dr q o t" 0. I 0 O § _ = 0 N o & c 0 0. m 0 E .c o 0 @ 0 ~ %-i ^ % 00 \ W k N m 0 . , ,r r E / \ I • k • k e m 0 $:,. U m 0 • \ 8 / 2 7 /\ ci) 0 0 0 0 0 0 0 0 0 0 0 ✓ c u 0 0 0 0 o 0 o 0 0 0 � 0 a dr k% d$$ d k N ci 9 } ~ 0 cc e m th m 1/1- m 2 m p/ 2 u g -1 • 0 ( 0 Cr, / - \ - / k \ / \ I- 2 2 § m \ C 5 > g I- co / _ C ° 0 ° 0- ° ® • 1111- < 2 s k c 2 E O/ k e \ $ ' 3 ? 3 2 e 2 ■ 2 f 0 e _ -J » k k \ R I- » EXHIBIT B [INSERT INSURANCE CERTIFICATE] 10