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HomeMy WebLinkAboutJES Engineering 2021-06-23COU No. 2021-226 1 AGREEMENT FOR PROFESSIONAL CONSULTING SERVICES This Agreement, made and entered into this 23rd day of June, 2021 (“Effective Date”), by and between CITY OF UKIAH, CALIFORNIA, hereinafter referred to as "City" and Jankovsky Engineering Services, a sole proprietor, hereinafter referred to as "Consultant". RECITALS This Agreement is predicated on the following facts: a.City requires inspection services related to the Grace Hudson Museum Roof Project for the City of Ukiah. b.Consultant represents that it has the qualifications, skills, experience and is properly licensed to provide these services, and is willing to provide them according to the terms of this Agreement. c.City and Consultant agree upon the Scope-of-Work and Work Schedule attached hereto as Attachment "A", describing contract provisions for the project and setting forth the completion dates for the various services to be provided pursuant to this Agreement. TERMS OF AGREEMENT 1.0 DESCRIPTION OF PROJECT 1.1 The Project is described in detail in the attached Scope-of-Work (Attachment "A"). 2.0 SCOPE OF SERVICES 2.1 As set forth in Attachment "A". 2.2. Additional Services. Additional services, if any, shall only proceed upon written agreement between City and Consultant. The written Agreement shall be in the form of an Amendment to this Agreement. 3.0 CONDUCT OF WORK 3.1 Time of Completion. Consultant shall commence performance of services as required by the Scope-of-Work upon receipt of a Notice to Proceed from City. Consultant shall complete the work to the City's reasonable satisfaction, even if contract disputes arise or Consultant contends it is entitled to further compensation. 4.0 COMPENSATION FOR SERVICES 4.1 Basis for Compensation. For the performance of the professional services of this Agreement, Consultant shall be compensated at an hourly rate of $160.00/hour which would include travel time between Ukiah and Consultant’s office in Cloverdale, not to exceed a maximum dollar amount of $10,000., including reimbursable expenses, without the prior written approval of the City. Reimbursable expenses are limited to overnight delivery by a courier service, such as UPS or Federal Express, and non-routine copying costs, such as for oversized documents. COU No. 2021-226 2 4.2 Changes. Should changes in compensation be required because of changes to the Scope-of-Work of this Agreement, the parties shall agree in writing to any changes in compensation. "Changes to the Scope-of-Work" means different activities than those described in Attachment "A" and not additional time to complete those activities than the parties anticipated on the date they entered this Agreement. 4.3 Sub-contractor Payment. The use of sub-consultants or other services to perform a portion of the work of this Agreement shall be approved by City prior to commencement of work. The cost of sub-consultants shall be included within the amount set forth in Section 4.1. 4.4 Terms of Payment. Payment to Consultant for services rendered in accordance with this contract shall be based upon submission of monthly invoices for the work satisfactorily performed prior to the date of the invoice less any amount already paid to Consultant, which amounts shall be due and payable thirty (30) days after receipt by City. The invoices shall provide a description of each item of work performed, the time expended to perform each task, the fees charged for that task, and the direct expenses incurred and billed for. Invoices shall be accompanied by documentation sufficient to enable City to determine progress made and to support the expenses claimed. 5.0 ASSURANCES OF CONSULTANT 5.1 Independent Contractor. Consultant is an independent contractor and is solely responsible for its acts or omissions. Consultant (including its agents, servants, and employees) is not the City's agent, employee, or representative for any purpose. It is the express intention of the parties hereto that Consultant is an independent contractor and not an employee, joint venturer, or partner of City for any purpose whatsoever. City shall have no right to, and shall not control the manner or prescribe the method of accomplishing those services contracted to and performed by Consultant under this Agreement, and the general public and all governmental agencies regulating such activity shall be so informed. Those provisions of this Agreement that reserve ultimate authority in City have been inserted solely to achieve compliance with federal and state laws, rules, regulations, and interpretations thereof. No such provisions and no other provisions of this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between Consultant and City. Consultant shall pay all estimated and actual federal and state income and self - employment taxes that are due the state and federal government and shall furnish and pay worker's compensation insurance, unemployment insurance and any other benefits required by law for himself and his employees, if any. Consultant agrees to indemnify and hold City and its officers, agents and employees harmless from and against any claims or demands by federal, state or local government agencies for any such taxes or benefits due but not paid by Consultant, including the legal costs associated with defending against any audit, claim, demand or law suit. Consultant warrants and represents that it is a properly licensed professional or professional organization with a substantial investment in its business and that it maintains its own offices and staff which it will use in performing under this Agreement. COU No. 2021-226 3 5.2 Conflict of Interest. Consultant understands that its professional responsibility is solely to City. Consultant has no interest and will not acquire any direct or indirect interest that would conflict with its performance of the Agreement. Consultant shall not in the performance of this Agreement employ a person having such an interest. If the City Manager determines that the Consultant has a disclosure obligation under the City’s local conflict of interest code, the Consultant shall file the required disclosure form with the City Clerk within 10 days of being notified of the City Manager’s determination. 6.0 INDEMNIFICATION 6.1 Insurance Liability. Without limiting Consultant's obligations arising under Paragraph 6.2 Consultant shall not begin work under this Agreement until it procures and maintains for the full period of time allowed by law, surviving the termination of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with its performance under this Agreement. A. Minimum Scope of Insurance Coverage shall be at least as broad as: 1.Insurance Services Office ("ISO) Commercial General Liability Coverage Form No. CG 20 10 10 01 and Commercial General Liability Coverage – Completed Operations Form No. CG 20 37 10 01. 2.ISO Form No. CA 0001 (Ed. 1/87) covering Automobile Liability, Code 1 "any auto" or Code 8, 9 if no owned autos and endorsement CA 0025. 3.Worker's Compensation Insurance as required by the Labor Code of the State of California and Employers Liability Insurance. 4.Errors and Omissions liability insurance appropriate to the consultant’s profession. Architects’ and engineers’ coverage is to be endorsed to include contractual liability. B. Minimum Limits of Insurance Consultant shall maintain limits no less than: 1.General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage including operations, products and completed operations. If Commercial General Liability Insurance or other form with a general aggregate limit is used, the general aggregate limit shall apply separately to the work performed under this Agreement, or the aggregate limit shall be twice the prescribed per occurrence limit. 2.Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage. 3.Worker's Compensation and Employers Liability: Worker's compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. COU No. 2021-226 4 . C. Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects to the City, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. D. Other Insurance Provisions The policies are to contain, or be endorsed to contain, the following provisions: 1.General Liability and Automobile Liability Coverages a.The City, it officers, officials, employees and volunteers are to be covered as additional insureds as respects; liability arising out of activities performed by or on behalf of the Consultant, products and completed operations of the Consultant, premises owned, occupied or used by the Consultant, or automobiles owned, hired or borrowed by the Consultant for the full period of time allowed by law, surviving the termination of this Agreement. The coverage shall contain no special limitations on the scope-of-protection afforded to the City, its officers, officials, employees or volunteers. b.The Consultant's insurance coverage shall be primary insurance as respects to the City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees or volunteers shall be in excess of the Consultant's insurance and shall not contribute with it. c.Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees or volunteers. d.The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. If written on a claims-made basis, the retroactivity date shall be the effective date of this Agreement. The policy period shall extend one year from project completion. 2.All Coverages Each Insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. E. Acceptability of Insurers COU No. 2021-226 5 Insurance is to be placed with admitted California insurers with an A.M. Best's rating of no less than A- for financial strength, AA for long-term credit rating and AMB-1 for short-term credit rating. F. Verification of Coverage Consultant shall furnish the City with Certificates of Insurance and with original Endorsements effecting coverage required by this Agreement. The Certificates and Endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Certificates and Endorsements are to be on forms provided or approved by the City. Where by statute, the City's Workers' Compensation - related forms cannot be used, equivalent forms approved by the Insurance Commissioner are to be substituted. All Certificates and Endorsements are to be received and approved by the City before Consultant begins the work of this Agreement. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. If Consultant fails to provide the coverages required herein, the City shall have the right, but not the obligation, to purchase any or all of them. In that event, the cost of insurance becomes part of the compensation due the contractor after notice to Consultant that City has paid the premium. G. Subcontractors Consultant shall include all subcontractors or sub-consultants as insured under its policies or shall furnish separate certificates and endorsements for each sub- contractor or sub-consultant. All coverage for sub-contractors or sub-consultants shall be subject to all insurance requirements set forth in this Paragraph 6.1. 6.2 Indemnification. Notwithstanding the foregoing insurance requirements, and in addition thereto, Consultant agrees, for the full period of time allowed by law, surviving the termination of this Agreement, to indemnify the City for any claim, cost or liability that arises out of, or pertains to, or relates to any negligent act or omission or the willful misconduct of Consultant in the performance of services under this contract by Consultant, but this indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, arising from the sole negligence, willful misconduct or defects in design by the City, or arising from the active negligence of the City. “Indemnify,” as used herein includes the expenses of defending against a claim and the payment of any settlement or judgment arising out of the claim. Defense costs include all costs associated with defending the claim, including, but not limited to, the fees of attorneys, investigators, consultants, experts and expert witnesses, and litigation expenses. References in this paragraph to City or Consultant, include their officers, employees, agents, and subcontractors. 7.0 CONTRACT PROVISIONS 7.1 Ownership of Work. All documents furnished to Consultant by City and all documents or reports and supportive data prepared by Consultant under this Agreement are owned and become the property of the City upon their creation and shall be given to City immediately COU No. 2021-226 6 upon demand and at the completion of Consultant's services at no additional cost to City. Deliverables are identified in the Scope-of-Work, Attachment "A". All documents produced by Consultant shall be furnished to City in digital format and hardcopy. Consultant shall produce the digital format, using software and media approved by City. 7.2 Governing Law. Consultant shall comply with the laws and regulations of the United States, the State of California, and all local governments having jurisdiction over this Agreement. The interpretation and enforcement of this Agreement shall be governed by California law and any action arising under or in connection with this Agreement must be filed in a Court of competent jurisdiction in Mendocino County. 7.3 Entire Agreement. This Agreement plus its Attachment(s) and executed Amendments set forth the entire understanding between the parties. 7.4 Severability. If any term of this Agreement is held invalid by a court of competent jurisdiction, the remainder of this Agreement shall remain in effect. 7.5 Modification. No modification of this Agreement is valid unless made with the agreement of both parties in writing. 7.6 Assignment. Consultant's services are considered unique and personal. Consultant shall not assign, transfer, or sub-contract its interest or obligation under all or any portion of this Agreement without City's prior written consent. 7.7 Waiver. No waiver of a breach of any covenant, term, or condition of this Agreement shall be a waiver of any other or subsequent breach of the same or any other covenant, term or condition or a waiver of the covenant, term or condition itself. 7.8 Termination. This Agreement may only be terminated by either party: 1) for breach of the Agreement; 2) because funds are no longer available to pay Consultant for services provided under this Agreement; or 3) City has abandoned and does not wish to complete the project for which Consultant was retained. A party shall notify the other party of any alleged breach of the Agreement and of the action required to cure the breach. If the breaching party fails to cure the breach within the time specified in the notice, the contract shall be terminated as of that time. If terminated for lack of funds or abandonment of the project, the contract shall terminate on the date notice of termination is given to Consultant. City shall pay the Consultant only for services performed and expenses incurred as of the effective termination date. In such event, as a condition to payment, Consultant shall provide to City all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs and reports prepared by the Consultant under this Agreement. Consultant shall be entitled to receive just and equitable compensation for any work satisfactorily completed hereunder, subject to off-set for any direct or consequential damages City may incur as a result of Consultant's breach of contract. 7.9 Execution of Agreement. This Agreement may be executed in duplicate originals, each bearing the original signature of the parties. Alternatively, t his Agreement may be executed and delivered by facsimile or other electronic transmission, and in more than one counterpart, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. When executed using either alternative, the executed agreement shall be deemed an original admissible as evidence in any administrative or judicial proceeding to prove the terms and content of this Agreement. 8.0 NOTICES COU No. 2021-226 7 Any notice given under this Agreement shall be in writing and deemed given when personally delivered, including by overnight courier or email or deposited in the mail (certified or registered) addressed to the parties as follows: CITY OF UKIAH JANKOVSKY ENGINEERING SERVICES City Manager DAVE JANKOVSKY 300 SEMINARY AVENUE 1265 WILSON ROAD UKIAH, CA 95482-5400 CLOVERDALE, CA 95425 Email: ssangiacomo@cityofukiah.com Email: jes-engineering@comcast.com cc: mhorger@cityofukiah.com 9.0 SIGNATURES IN WITNESS WHEREOF, the parties have executed this Agreement the Effective Date: WATER SYSTEMS OPTIMZATION, INC. BY: __________________________ ____________________ DAVE JANKOVSKY OWNER Date __________________ IRS IDN Number CITY OF UKIAH BY: ____________________ SAGE SANGIACOMO CITY MANAGER Date ATTEST ____________________ KRISTINE LAWLER CITY CLERK Date Aug 25, 2021 Kristine Lawler (Aug 25, 2021 08:32 PDT) Kristine Lawler Aug 25, 2021 COU No. 2021226 8 EXHIBIT A SCOPE OF WORK Consultant will provide on-site inspection of the on-going installation of a new metal roof for the Grace Hudson Carpenter Museum (“the Project”) by Roofing & Solar Construction Inc. (“RSC”) pursuant to Contract # 2021-118. RSC was authorized to proceed with the Project on October 16, 2020. The Project is many months past the original contract completion date. The original roof has been removed and installation of a new metal roof manufactured by the Garland Company, Inc. (“Garland”) is under construction. The work remaining to be completed in accordance with the Plans and Specifications, including the Garland’s construction manual (“Project Plans”) is contained in the attached Master Final Punch list, which includes reports by the Architect, the Building Official and Garland. Consultant will review the Master Final Punchlist and the Project Plans and conduct on-site inspection on a daily basis, when RSC is present at the job site and performing work. Consultant will inspect areas where RSC removes existing work to remedy its failure to perform that work in accordance with the Project Plans and an acceptable standard of workmanship (“Acceptable Standards”) and before the area is covered. Consultant will maintain a daily log reporting the number of RSC workers onsite, including the Project supervisor, Cary Fabiani, materials delivered, equipment onsite, the status of the work and any other matters requested by Tom Hise (“Architect”) or that Consultant considers useful in evaluating the work and RSC’s performance. If Consultant determines that any uncovered work does not satisfy the Project Plans and/or Acceptable Standards or if in Consultant’s expert opinion ongoing work is not being performed in compliance with Project Plans and/or to Acceptable Standards, he shall immediately so inform Mr. Fabiani and notify the Architect by phone, text or email. Consultant shall have no authority to direct RSC, but if Tom Hise fails to respond immediately or Mr. Fabiani fails to correct the non-conforming work, Consultant shall have the authority to order RSC to stop the work not being performed in accordance with Project Plans and/or to Acceptable Standards, until further direction from the Architect. Consultant shall use his professional judgment as to the number of hours on any given day he remains on the job site taking into consideration the status of the work. CA License Numbers: C14042 & B369767 707 / 744-1921 580 Vichy Hills Drive Ukiah, CA 95482 hiseaia@pacific.net T H O M A S H I S E A I A A R C H I T E C T / B U I L D E R DATE: June 21, 2021 PROJECT: Grace Hudson Museum Re-Roof SUBJECT: Revised Master Punch-List (revised: 6/21/21) COPY: Mary Horger / Financial Services Manager 411 West Clay Street Ukiah CA 95482 David J. Rapport / City Attorney of Ukiah 405 West Perkins Street Ukiah, CA 95482 The Master Punch List is revised herein as a single combined list, including the most recent updates by: (1) Steven Oropeza City of Ukiah Building Inspector & Code Compliance Officer (2) Vince Harper Garland Company North Bay Representative (3) David Burton Grace Hudson Museum Director (4) Hise Architects / Thomas Hise Architect of Record and City of Ukiah Project manager (5) Note 1: The Contractor shall refer to the Original Master Punch List photos as reference for corrections listed herein. REVISED MASTE PUNCH LIST (dated 6/21/21) Item Comment (1) Rake Trim: The Contractor shall remove and replace all gable-end "rake trim" metal, and replace with new "shop formed and fabricated" Garland (22 ga) sheet metal to match roofing, installed over Garland approved waterproofing membrane. Re-install per Garland approved Shop Drawings and Installation Manuel. Base deck and waterproofing shall be inspected and approved (in writing) by a Garland representative and an Owner designated Inspector, prior to installing new "side rake hold-down cleats" and rake trim metal. The addition of wood or foam backing is required to fully supported rake trim, as noted on the Architect's Construction Drawings / Sheet A1 / Detail 3 (dated: 7/27/20). Face rivets are not acceptable per Garland Specifications. Special attention must be paid to rake trim closure at rake beam and rain gutter interface. Mock-Up: The Contractor shall install a full section of rake trim waterproofing and rake trim metal on the buildings North rake. Base deck and waterproofing shall be inspected and approved (in writing) by a Garland representative and an Owner designated Inspector, prior to installing new rake trim metal elsewhere. (2) Ridge Trim: The ridge cap shall be re-installed free of deflection, fully sealed and installed per Garland Shop Drawings and Installation Manual. Ridge trim should be straight. The Contractor shall remove and replace damaged ridge trim as needed, and remove and shim hat channels as needed, and re-install rake trim. Ridge trim shall lap the rake trim, patches or sheet metal band aids will not be allowed. (3) Skylight Trim: The Contractor shall remove and replace all skylight metal trim, and replace with new "shop formed and fabricated" Garland (22 ga) sheet metal to match roofing, installed over CA License Numbers: C14042 & B369767 707 / 744-1921 580 Vichy Hills Drive Ukiah, CA 95482 hiseaia@pacific.net Garland approved waterproofing membrane. Re-install vertical flashing and head closure trim metal transition per Garland approved Shop Drawings and Installation Manual. Care should be taken to install metal trim true and straight, conforming to the underlying skylight structure. Base deck and waterproofing shall be inspected and approved (in writing) by a Garland representative and an Owner designated Inspector, prior to installing new trim metal. (4) Valley Metal Pan: The Contractor shall remove and remove the "valley metal pan" as installed, and re-install per Garland Shop Drawings and Installation Manual. Care shall be taken to allow valley to channeled water to flow directly into rain gutter system. The "valley metal pan" shall be independent of and not attached to the rain gutter and rain gutter backing plate. (5) Rain Gutter and Leader System: The Contractor shall adjust, or remove and re-install all "rain gutter" as needed to conform to Garland Shop Drawings and Installation Manual, especially regarding expansion joints, rivet attachment, joint sealant, water tightness of connections, and slope to drain. Rain leader attachment strapping shall be replaced to comply with Garland Shop Drawings and Installation manual, in both size, fabrication, and distance between supports. (6) Rain Leader to Subterranean Drain System: The Contractor shall reinstall all "rain leaders" with an appropriate plastic or metal "rectangle to round" transition fitting, taking care that water does not leak, and conforming to acceptable industry standards for workmanship and visual appearance. (7) Roof Protective Plastic Coating: The Contractor shall remove all remaining "protective plastic coating" from the original installation, and dispose of and remove from the site with any remaining or newly generated trash or debris. (8) Rain Water Catchment System Re-Attachment: The Contractor shall remove each full length of rain gutter where rain catchment system has been re-installed, and install new gutter and "rain leader to gutter transition" with metal transition sleeve per Garland Shop Drawings and Installation Manual and the appropriate rubber transition boot per the original pre-roofing condition. The transition diameter shall be (3") and connect to the rain catchment system piping with a (3" to 4") rubber boot and stainless steel hose clamps sized or fit for a tidy visual appearance. The Contractor shall take care to re-install piping with a minimum slope of (1/8") per foot slope to the existing catchment storage tank. The Contractor shall direct workmen to enter the catchment storage tank, and push out the large dent left by previous workmen standing there during installation activity. (9) Rain Water Catchment Piping Supports: The Contractor shall remove all piping supports, and re- install into a new drilled hole (1/8) smaller than the bolt diameter, and a minimum of (1 1/2") clear of the end of the rafter tail plumb cut. Care shall be taken to reinstall piping hanger devices plumb and true, the Architect's Specifications Division 6 / 06100-Misc Carpentry. (10) Beam End Caps: The Contractor shall remove all "beam end caps" from the previous non- conforming installation, and replace with new shop formed and fabricated (22 ga) sheet metal stock, conforming to the Architect's Construction Drawings and Specifications, and incorporating the simplified drawing (dated: 5/3/21), and attached herein. Mock-Up: The Contractor shall install one (1) mock-up of the beam end caps and related waterproofing, on the buildings North rake. Waterproofing shall be inspected and approved (in writing) by a Garland representative and an Owner designated Inspector, prior to installing the beam end mock-up prior to the beam end cap. The entire mock-up shall be approved (by same in writing) prior to fabrication and installation elsewhere. Beam End Cap Painting: Beam end cap painting is not in the contract work, and will be coordinated with the Architect for painting provided by the City . The City requires (3) days notice of completion of beam cap fabrication, and will require (3) days to complete painting and delivery to the Contractor for installation. CA License Numbers: C14042 & B369767 707 / 744-1921 580 Vichy Hills Drive Ukiah, CA 95482 hiseaia@pacific.net Note 2: The Contractor can also choose to use (22 ga) sheet metal provided by Garland and matching the roofing material, for fabrication of beam caps, and compensated by the City for materials and normal mark-up. Note 3: This option requires the Contractor to notify the Architect of making this choice, and shall not proceed with this option until receiving direction (in writing) from the Architect or by the City. The Contractor's request will be expedited, and could have a significant impact on the completion timeline. This option is expected to eliminate the (6) days of painting and coordination. Note 4: It is very possible that upon opening these areas listed herein, and further access by others joining the City Team, additional items may need to be added to this list. However, it is intended that this is the Final (revised) Master Punch List. Note 5: This list may also change once circulated and reviewed by others listed above as having responsibility for inspecting the work in place. This review will be complete within (3) days from the date noted above (6/21/21) ending (6/24/21). In Summary: The Contractor shall carefully review this revised Master Punch List, and review the photos from the original Master Punch List (dated: 4/26/21). The Contractor shall notify the Architect if there are any questions, or item that appears to be unclear or not fully understandable. Sincerely, Thomas Hise Architect JES Engineering - Inspection for Grace Hudson Roof 2021-226 Final Audit Report 2021-08-25 Created:2021-08-25 By:Kristine Lawler (klawler@cityofukiah.com) Status:Signed Transaction ID:CBJCHBCAABAARJlolp_9RH1_o5vdVnVn_M_zNqBbi95P "JES Engineering - Inspection for Grace Hudson Roof 2021-226" History Document created by Kristine Lawler (klawler@cityofukiah.com) 2021-08-25 - 2:49:08 PM GMT- IP address: 12.12.163.2 Document emailed to Sage Sangiacomo (ssangiacomo@cityofukiah.com) for signature 2021-08-25 - 2:49:53 PM GMT Email viewed by Sage Sangiacomo (ssangiacomo@cityofukiah.com) 2021-08-25 - 3:22:40 PM GMT- IP address: 12.12.163.2 Document e-signed by Sage Sangiacomo (ssangiacomo@cityofukiah.com) Signature Date: 2021-08-25 - 3:23:10 PM GMT - Time Source: server- IP address: 12.12.163.2 Document emailed to Kristine Lawler (lyricalwhims@gmail.com) for signature 2021-08-25 - 3:23:12 PM GMT Email viewed by Kristine Lawler (lyricalwhims@gmail.com) 2021-08-25 - 3:32:39 PM GMT- IP address: 66.249.84.95 Document e-signed by Kristine Lawler (lyricalwhims@gmail.com) Signature Date: 2021-08-25 - 3:32:50 PM GMT - Time Source: server- IP address: 12.12.163.2 Agreement completed. 2021-08-25 - 3:32:50 PM GMT