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HomeMy WebLinkAbout06272018 City Council Work Session - SSDD M & O AgreementNodCitydraftof2/29/2012 MAINTENANCE AND OPERATING AGREEMENT between CITY OF SEWARD, ALASKA and SEWARD SHIP'S DRYDOCK, INC. tad Dated as of April 1, 2012 88 ID ID Stow TABLE OF CONTENTS PAGE ARTICLE 1 Definitions 2 ARTICLE 2 General Provisions 5 Section 2.01 - Agreement Term 5 Section 2.02 - Specific Use Restrictions 5 Section 2.03 - Environmental Matters 5 Section 2.04 - Protection Against Liens 7 Section 2.05 - No Preferential Rights to Use Port Facilities 8 Section 2.06 - Security for Shiplift Premises 8 Section 2.07 - Leasing and Use of Managed Parcel ................... .......8 Section 2.08 - Inspection by City 8 ARTICLE 3 Operation and Maintenance of Shiplift Facility 9 Section 3.01 - Revenue 9 Section 3.02 - Annual Facility Costs 9 Section 3.03 - Operation of Shiplift Facility 9 Section 3.04 - Maintenance of Accounts; Statements; 10 Nur Section 3.05 - Operating Plan ................ ....... ........................,..... 10 Section 3.06 - Inventory 11 Section 3.07 - Rates and Charges 11 ARTICLE 4 Indemnity; Insurance 11 Section 4,01 - Operator's Duty to Indemnify 11 Section 4.02 - Insurance Requirements 11 ARTICLE 5 Assignment 13 Section 5.01 - Assignment of Agreement............. 13 Section 5.02 - Assignment 13 ARTICLE 6 Default; Remediesl3 Section 6.01 - Events of Default 13 Section 6.02 - Remedies for Default by Operator 14 Section 6.03 - No Waiver of Breach 14 Section 6.04 - Cure by City 15 ARTICLE 7 Miscellaneous 15 Section 7.01 - Time 15 Section 7.02 - Entire Agreement 15 City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Slow, 89 Section 7.03 - Relationship of Parties 15 Section 7.04 - Notices 15 Section 7.05 - Binding Effect 16 Section 7.06 - Severability 16 Section 7.07 - Amendments 16 Section 7.08 - Execution in Counterparts 16 Section 7.09 - Applicable Law; Jurisdiction 16 Section 7.10 - Captions 16 Exhibit A - Deferred Maintenance Exhibit B - Description of SMIC Exhibit C - Fencing Specifications Exhibit D - Maintenance Tasks and Schedule Exhibit E - Inventory of Spare Parts City of Seward and Seward Ship's Drydock, Inc.IIMaintenanceandOperatingAgreement 90 MAINTENANCE AND OPERATING AGREEMENT I 1 This Maintenance and Operating /6 greement (this "Agreement") is made as of April 1, 2012 between the City of Sewa 1, Alaska, an Alaska municipal corporation City"), whose address is P.O. Box 167, Seward, Alaska 99664, and Seward Ship'sDrydock, Inc. ("Operator"), whose address i P.O. Box 944, Seward, Alaska 99664. WHEREAS, since 1980 City has provided for the development of the Seward Marine Industrial Center (the "SMIC"), and City expended over $40 million in construction of improvements to the area, including a Syncrolift Shiplift System, Ship Transfer System and related rail systems (the "Shiplift Facility"); and WHEREAS, City and Operator were Lessor and Lessee, respectively, under a lease agreement effective as of September 2, 1988, as amended (the "Prior Lease"), a memorandum of which was recorded at Bo4k 53, Page 255, Seward Recording District, Third Judicial District, State of Alaska, un er which Operator leased from City certain real property located in the SMIC, as desc ibed in the Prior Lease to operate a vessel repair and construction facility; and WHEREAS, the continued maintena ce and operation of the Shiplift Facility is important to the profitable operation of perator's vessel repair and construction business on the Premises; and loar WHEREAS, the voters of the City of Seward in 1992 rejected two specific proposals for the sale or lease of the Shiplift Facility to Operator, and the City desires to transfer to Operator maintenance and operating responsibility for the Shiplift Facility without a sale or lease of the Shiplift Facility, in accordance with the voters' preference; and WHEREAS, an arbitrators' decision and order dated January 8, 1993, set forth certain rights of City and Operator under the rior Lease, including the determination that City could not enforce any penalty against perator for a period of 24 months after the date of the arbitrators' decision and order or until January 9, 1995), with respect toi Operator's failure to construct a permanent covered repair building capable of enclosing a vessel 300 feet in length (the "300-Foot Building"); and WHEREAS, the City Council of City declined to extend the time for construction of the 300-foot building, requesting that in li u of constructing the 300-Foot Building Operator assume all expenses of operating aiid maintaining the Shiplift Facility; and City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 1 kr 1 9111 lWHEREAS, City and Operator entered into a new lease and are Lessor and ad Lessee, respectively, under a lease agreement dated April 25, 1995, as amended, whereby Operator was relieved of the obligation to construct the 300-Foot Building, and Operator simultaneously entered into that certain Maintenance and Operating Agreement dated April 25, 1995 ("Initial Agreement") to assume the expense of maintaining and operating the Shiplift Facility; and WHEREAS, following expiration of the Initial Agreement the parties entered into a Maintenance and Operating Agreement dated March 30, 2000, which has been amended and extended nine times; and WHEREAS, the work described as "Deferred Maintenance" in Exhibit A has been completed by the Operator; and WHEREAS, the parties have determined that it is in their respective interests to continue their relationship for the maintenance and operation of the Shiplift Facility by entering into this Agreement, and the Operator agrees to assume the continued expense of maintaining and operating the Ship lift Facility; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows: ARTICLE 1 Definitions The following terms will have the meanings indicated below unless the context clearly requires otherwise: Agreement" means this Maintenance and Operating Agreement, as amended from time to time. Agreement Term" means the duration of this Agreement as set forth in Section 2.01. Annual Facility Costs" means annual costs of the Ship lift Facility as described in Section 3.02. Auditor" means an independent certified public accountant or firm of certified public accountants engaged by the City. City" means the City of Seward, Alaska. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 2 IS 92 1 Ilir Environmental Laws" means all 'local, state and federal laws, ordinances, regulations and orders related to environmental protection; the use, storage, generation, production, treatment, emission, discharg , remediation, removal, disposal or transport of any Hazardous Substance; or any other environmental matter, including without limitation any of the following statutes: i) Federal Resource Cons rvation and Recovery Act of 1976, as amended, 42 U.S.C. Sections 6901-6991K; ii) Federal Comprehens ve Environmental Response Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Sections 9601-9675; iii) Federal Clean Air Act, 42 J.S.C. Sections 7401-7642; iv) Federal Hazardous Materi I Transportation Control Act of 1970, as amended, 49 U.S.C. ections 1801-1812; v) Federal Clean Water Act •If 1977, as amended, 33 U.S.C. Sections 1251-1387; I vi) Federal Insecticide, Fun icide, and Rodenticide Act, as amended, 7 U.S.C. Sections 2 01-2671; vii) Federal Toxic Substances Control Act, 15 U.S.C. Sections 2601-2671; viii) Federal Safe Drinking Water Act, 42 U.S.C. Sections 300f-300i-26; and I ix) Title 46 of the Alaska Statites. Event of Default" means any of the events described in Section 6.01. Fiscal Year" means the calendar year. Hazardous Substances" means any ubstance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, a hazardous, toxic or radioactive substance, or other similar terri, by any Environmental Laws, and shall include any such substance or material as rray hereafter become defined or designated as hazardous or toxic material by any Enviro mental Laws. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 3 terr 93 1 Lease" means the ground lease of the Premises between City and Operator, dated as of April 25, 1995, as amended from time to time. Maintenance and Operation Costs" means the actual and necessary costs of maintaining and operating the Ship lift Facility, including without limitation the reasonable expenses of management, repair and other expenses necessary to maintain the Ship lift Facility in good repair and working ordor, reasonable amounts for administration, overhead, insurance, utilities, consulting and technical services, employer costs including pension costs), taxes (but not payments in lieu of taxes), charges payable pursuant to any licenses, permits or other authorizations of any agency or regulatory body having lawful jurisdiction, and other similar costs, but excluding depreciation (or reserves therefor), amortization of intangibles or other bookkeeping entries of a similar nature, and the costs of capital additions, replacements, betterments, extensions or improvements to the Ship lift Facility. Managed Parcel" means the area within the SMIC designated as such on Exhibit B hereto, which is south of the fence on the northern boundary of the Premises constructed by Operator under Section 2.06, and which is not part of the Premises or the Ship lift Facility. Maintenance" means all of the repair, maintenance and replacement of parts and equipment for the Ship lift Facility as further described in Article 3 and Exhibit D. Niad Operator" means Seward Ship's Drydock, Inc., an Alaska corporation, its successors and assigns. Port Facilities" means all public port facilities owned or operated by City from time to time, including without limitation the Shiplift Facility. Premises" means the land plus any improvements described as such in the Lease. Revenue" means all of the following fees or charges for use of the Ship lift Facility: lift fees; receipts for labor to operate the syncrolift facility in raising or lowering a vessel; uplands day lay charges; and moorage and wharfage on the Shiplift Facility dock. SMIC" means the Seward Marine Industrial Center, consisting of the area shown on the site map in Exhibit B hereto. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 4 94 1 tL Shiplift Facility" means the Syncro ift Shiplift System in the SMIC, including the mechanical shiplift and all associated eq ipment, all upland rails not located on the Premises or other leased property, the si e transfer cradle assembly, the shiplift dock, and 33 connected cofferdam cells comprisirfig the south breakwater. Shiplift Premises" means the Shiplift Facility and the Managed Parcel. I ART! LE 2 General •rovisions Section 2.01 - Agreement Term. Th 1 Agreement Term commences April 1, 2012, and unless sooner terminated as provide herein ends at the earlier of (i) date of expiration or termination of the Lease term, nd (ii) March 31, 2017. eil Section 2.02 - Specific Use Restrictions. Operator shall not commit any waste of the Shiplift Premises. Operator shall use, operate and maintain the Shiplift Facility in accordance with all laws and regulations overning such use, operation and mainte- nance. Operator will not use the Shiplift Pre TI ises in any manner which would constitute a public nuisance. Section 2.03 - Environmental Matters. Operator covenants and agrees as follows: a) Operator will not cause or p rmit the Shiplift Premises to be used to generate, manufacture, refine, transport, tre t, store, handle, dispose, transfer, produce or process any Hazardous Substance, xcept in compliance with all applicable Environmental Laws, nor shall Operator cauO or permit, as a result of any intentional or unintentional act or omission on the part of th Operator or any other user or occupant of the Shiplift Premises, the release of an Hazardous Substance onto the Shiplift ye Premises. i b) Operator will at all times in all respects use its best efforts to comply, and will use its best efforts to cause all other users of the Shiplift Premises to comply, with all Environmental Laws, including without limitation undertaking the following specific actions: (i) Operator will, at its own expense, procure, maintain in effect and comply with all conditions of any and all permits, licenses and other governmental and regulatory approvals required by all Environmental aws, including without limitation permits required for discharge of (appropriately treate ) Hazardous Substances into the ambient air or any sanitary sewers servicing the Ship ift Premises; and (ii) except as discharged into the ambient air or a sanitary sewer in st ict compliance with all applicable Environ- mental Laws, any and all Hazardous Substan es to be treated and/or disposed of by the City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 5 Sitio- 95 Operator will be removed and transported solely by duly licensed transporters to a duly licensed treatment and/or disposal facility for final treatment and/or disposal (except when applicable Environmental Laws permit on-site treatment or disposal in a sanitary landfill). c) If the presence, release, threat of release, placement on the Ship lift Premises, or the generation, transportation, storage, treatment or disposal at the Ship lift Premises of any Hazardous Substance (i) gives rise to liability (including without limitation a response action, remedial action or removal action) under any Environmental Law, (ii) causes a significant public health effect, or (iii) pollutes or threatens to pollute the environment, Operator shall, at its sole expense, promptly take any and all remedial and removal action necessary to clean-up the Shiplift Premises and mitigate exposure to liability arising from the Hazardous Substance, whether or not required by law. d) Operator shall maintain a complete file, which may be inspected at any reasonable time by City containing copies of all correspondence, permits or other material between Operator and any federal, state or other governmental authority related to Hazardous Substances at the Ship lift Premises. e) Operator shall give City within 24 hours (i) written notice and a copy of any notice or correspondence it receives from any federal, state or other governmental authority regarding Hazardous Substances on the Ship lift Premises or which affect or will affect the Shiplift Premises, or expenses or losses incurred or expected to be incurred by Operator or any government agency to study, assess, contain or remove any Hazardous Substances on or near the Ship lift Premises, and (ii) written notice of any knowledge or information Operator obtains regarding the release or discovery of Hazardous Substances on the Shiplift Premises. f) Operator agrees to indemnify, hold harmless and defend City, and the officers, employees and agents of City, from and against any and all claims, demands, damages, losses, liens, liabilities, penalties, fines, lawsuits and other proceedings and costs and expenses (including attorneys' fees), arising directly or indirectly from or out of, or in any way connected with: i) The failure of Operator to comply with its covenants and agreements contained in this section; ii) Any activities on the Ship lift Premises which directly or indirectly result in the Ship lift Premises becoming contaminated with Hazardous Substanc- es; City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 6 NoNO 96 Ilkir iii) The discovery of Hazardous Substances on the Shiplift Premises; and iv) The clean-up of Hazaitlous Substances from the Ship lift Premises without regard to (1) the nature of the activities producing the Hazardous Sub- stances, and (2) the identity of the p rson conducting such activities. g) The provisions of this sectio , including the obligation to indemnify, shall survive the termination or expiration of the igreement Term. h) Nothing in this section shall 1 prejudice or impair the rights or claims of Operator against any person or entity other than City with respect to the presence of Hazardous Substances as set forth above. i) Operator may, at its own expanse, conduct an environmental audit of the Shiplift Premises, and provide a copy of t e audit report to City, within 60 days of the date the Agreement Term commences. If the audit report identifies Hazardous Substances at the Shiplift Premises, eit er (i) within 120 days after the date the Agreement Term commences the parties hall agree in writing on the extent to which each party is responsible for such Hazard us Substances, or (ii) this Agreement shall terminate at the end of such 120-day period., Section 2.04 - Protection A 9 ainst L ens. (a) Operator shall not permit to be t aly enforced against the Shiplift Facility or any •.rt of it any mechanic's or materialman's lien arising from any work of improvement, how:ver it may arise. However, Operator may in good faith and at Operator's own expense •ntest the validity of any such asserted lien, claim or demand, provided Operator has fur ished the bond required in AS 34.35.072 (or any comparable statute hereafter enacted fo providing a bond freeing the Shiplift Facility from the effect of such a lien claim). Operator shall defend and indemnify City against all liability and loss of any type arising out of work performed on the Shiplift Facility by Operator, together with reasonable attorneyS' fees and all costs and expenses incurred by City in negotiation, settling, defending, or btherwise protecting against such claims. b) If Operator does not cause t be recorded the bond described in AS 34.35.072 or otherwise protect the property under any alternative or successor statute, and a final judgment has been rendered gainst Operator by a court of competent jurisdiction for the foreclosure of a mech nic's or materialman's lien claim, and if Operator fails to stay the execution of the judgment by lawful means or to pay the judgment, City shall have the right, but not tile duty, to pay or otherwise discharge, stay, or prevent the execution of any such judgme t or lien or both. Operator shall reimburse City for all sums paid by City under this par graph, together with all City=s reasonable City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement 1 Page 7 Slow 97 attorneys' fees and costs, plus interest on those sums, fees, and costs at the rate of 10.5 Nor, percent per year from the date of payment until the date of reimbursement. c) City may give notice of non-responsibility for any work performed by Operator on the Ship lift Facility. d) On completion of any substantial work of improvement during the Agreement Term, Operator shall file or cause to be filed a notice of completion. Ope- rator hereby appoints City as Operator's attorney-in-fact to file the notice of completion on Operator's failure to do so after the work of improvement has been substantially completed. Section 2.05 - No Preferential Rights to Use Port Facilities,. This Agreement does not grant any exclusive or preferential right to use any of City's Port Facilities, except that Operator shall have a preferential right to use the Ship lift Facility. Operator's use of City's Port Facilities shall be subject to the applicable tariffs, procedures, rules and regulations of City in effect from time to time. Section 2.06 - Security for Shiplift Premises. Operator shall limit access to the Shiplift Premises by constructing and maintaining at Operator's expense a fence in accordance with the specifications, and at the location designated, in Exhibit C hereto. Operator shall provide City and its lessees with 24 hour access to the Managed Parcel. Section 2.07 - Leasing and Use of Managed Parcel. a) City reserves the right from time to time to lease all or any part of the Managed Parcel, to use all or any part of the Managed Parcel for any purpose, and to permit others to use all or any part of the Managed Parcel, provided that: 1) Notwithstanding Section 2.03, Operator shall not be responsible for any Hazardous Substances on the Managed Parcel resulting from the leasing or use of the Managed Parcel under this subsection, and any lease of the Managed Parcel by City shall incorporate obligations of the lessee in the terms of Section 2.03 for the benefit of City and Operator. Upon the termination of any such lease or use of the Managed Parcel, City at its own expense, shall conduct an environmental audit of the area subject to the lease or use, and provide a copy of the audit report to Operator. As between City and Operator, City shall be responsible for any Hazardous Substance revealed by the report that was not reported to be present at the commencement of the lease or use. 2) Notwithstanding Article IV, Operator shall not be responsible for indemnity or insurance with respect to the leasing or use of the Managed Parcel under City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 8 41 98 this subsection, and any lease of the Managed Parcel by City shall incorporate obligations of the lessee in the terms of Article IV for the benefit of City and Operator. 1 b) Operator may use all or an ' part of Managed Parcel for the temporary storage of vessels at the current day la charge stated in City's harbor tariff. This permission for use by Operator may be r yoked by City at any time. Unless City and Operator agree otherwise, any other use y Operator of the Managed Parcel shall be subject to rental charge per square foot equal to double the per square foot rent represented by the currently effective Rent nder the Lease. Section 2.08 - Inspection by Citv. 1 City may at any time enter the Shiplift Premises, for the purpose of inspection t determine Operator's compliance with the terms of this Agreement. Such inspection may include the taking of samples of soil or water, and the reviewing and copying of ny records relating to the operation of the Shiplift Facility. ARTICLE 3 Operation and Maintenance of Shiplift Facility j Section 3.01 - Revenue. Operator shall have the right to collect and retain all Revenue received from the Shiplift Facility, nd Operator shall account separately for all Revenue received by Operator. Section 3.02 - Annual Facility Costs. Operator shall pay the Annual Facility Costs for each Fiscal Year. Annual Facility Costs(consist of the following, properly incurred or paid during each Fiscal Year: a) Maintenance and Operation Costs of the Shiplift Facility; and b) Amounts which may be required to pay the costs of major renewals or replacements of the Shiplift Facility, to the extent that such costs are not covered by insurance. Section 3.03 - Operation of Shi'lift Fa flit . a) Operator shall at all times m-intain, preserve and keep, or cause to be maintained, preserved and kept, the Shiplif Facility and all additions and betterments thereto and extensions thereof and every pa and parcel thereof in good repair, working order and condition and will from time to time make or cause to be made all necessary and proper repairs, renewals and replaceme is thereto and may from time to time make City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 9 99'i or cause to be made extensions and betterments thereto, and Operator will at all times operate or cause to be operated the Shiplift Facility in a safe and efficient manner in accordance with the manufacturer's instructions for operation, and at a reasonable cost. Operator will comply with all terms and conditions of all licenses and permits which are of material importance to the operation of the Ship lift Facility Operator shall maintain a Certificate of Class and maintain a fully functioning cathodic protection system. b) Operator shall perform Maintenance of the Ship lift Facility in accordance with the maintenance schedule prepared by City and Operator and attached as Exhibit D hereto. This schedule provides for maintenance in accordance with the recommendations of Norton Corrosion and Pearlson Ship lift Corporation and their successors, and shall be kept in conformance with the maintenance recommendations of Pearlson Shiplift Corporation. This schedule provides for major renewals and replacements to the Shiplift Facility, which shall be modified from time to time in accordance with the recommendations of Lloyd's Registry of Shipping. c) Operator shall permit the Ship lift Facility to be operated only by persons that Operator determines to be qualified, competent and otherwise fit to perform their assigned duties in the operation of the Shiplift Facility. Formal training is the responsibility of Operator and can be obtained from Pearison Ship lift Corporation or others. d) Agents of City may enter the Ship lift Facility at all times to inspect the Shiplift Facility or observe its operation. If City observes the Shiplift Facility being operated in an unsafe manner or in a manner that does not conform to the manufacturer's instructions for operation, City may order Operator to cease operating the Shiplift Facility until the problem has been corrected. e) Operator shall, at its own expense, schedule annual inspections of the Ship lift Facility by Norton Corrosion, Pearlson Ship lift Corporation, Lloyd's Register of Shipping and such specialty consultants as may be required by Pearlson Ship lift Corporation or Lloyd's Register of Shipping, and promptly provide to City a copy of the report of each such inspection. f) Operator shall maintain reasonable hours of Ship lift Facility operation, and reasonable procedures for Ship lift Facility operation, that accommodate all members of the public desiring to use the services of the Shiplift Facility. In operating the Ship lift Facility, Operator shall not discriminate against any member of the public desiring to use the Ship lift Facility with respect to hours of operation, services offered, scheduling of operations, or any other aspect to Shiplift Facility operation. City of Seward and Seward Ship's Drydock, Inc, Maintenance and Operating Agreement Page 10 100 1 11.Section 3.04 - Maintenance of Accounts andStatements; . Operator shall keepproperbooksofaccountfortheShipliftFacilitywhichshallbekeptinaccordancewith Generally Accepted Accounting Principles.I Operator shall prepare, and submit to City, statements showing in reasonable detail in ome and expenses of the Shiplift Facility for each Fiscal Year, including Revenues, ari, ounts expended for maintenance, renewals and replacements of and capital additions o the Shiplift Facility. Such statements shall be filed with City within 120 days of the clos of each Fiscal Year. Section 3.05 - Operating Plan. P ior to the beginning of each Fiscal Year, e Operator shall prepare and file with City a i operating plan for the ensuing Fiscal Year. The operating plan shall include an estimat of Revenues and Annual Facility Costs and a schedule for repairs and maintenance to b performed during the Fiscal Year. Section 3.06 - Inventory. Operator snail maintain on hand the inventory of spare parts for the operation and maintenance of the Shiplift Facility as shown in Exhibit E, and Operator shall transfer that inventory to City upon the expiration or earlier termination of the Agreement Term. Section 3.07 - Rates and Charges. ith each annual operating plan submitted to City, Operator shall propose rates and char es for the use of the Shiplift Facility. Such rates and charges shall not discriminate arpong users of a class of service or among different classes of service. Rates and ch rges do not discriminate among classes of service if they are reasonably related to t e cost of providing each class of service, 1.." allocated according to Generally Accepted A counting Principles. 1 ARTICLE 4 1 Indemnity; Insurance Section 4.01 - O•erator's Dut to In.emnif . In addition to any other duty to indemnify or defend City, Operator shall clef:.nd, indemnify and hold harmless City from any and all claims, actions and demands fir death or injury to persons or damage to property, arising from the use of the Shinlift Facility during the term of the Initial Agreement and the Agreement Term by Operator, Operator's contractors, agents, officers, employees and invitees, or the gene al public. Section 4.02 - Insurance Requirements. During the Agreement Term, Operator shall procure and maintain at its expense the insurance described in this section subject to the terms and conditions set forth in this section. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 11 10 1 1 ond a) Operator shall procure and maintain the following insurance under this Agreement: 1) Commercial general liability and automobile insurance, with limits of liability of $5,000,000 for all injuries, deaths or property damage resulting to any one person and $5,000,000 limit from any one occurrence. Coverage under such insurance shall also include explosion, collapse and underground property damage hazards. Such insurance shall include a blanket contractual liability ondorsement. For non-owned watercraft of Operator or its customers any "watercraft exclusion" in the commercial liability insurance policy shall be eliminated. Protection and indemnity insurance shall be provided with the same limits as the commercial liability insurance for the use of Operator-owned watercraft. 2) All risk physical damage insurance for any buildings, equipment, machinery any other property upon the Ship lift Facility at replacement value rather than original cost. 3) Workers Compensation Insurance and insurance under the Harbor Workers and Longshoremen's Compensation Act. 4) Coverage for vessels in the care, custody or control of Operator ship repairer's liability) with limit of liability of $5,000,000. 5) Environmental impairment liability or pollution legal liability insurance 1010 for all bodily injury and property damage to parties other than Operator caused by pollution emanating from the Premises, with limit of liability of $1,000,000. 6) Marine Liability Insurance and any other insurance required under any permit or tariff of City. b) The minimum amounts and types of insurance required under this Section shall be subject to revision in accordance with standard insurance practices, in order to provide continuously throughout the Agreement Term a level of protection consonant with good business practice and accepted standards in the industry. Such factors as increases in the cost of living shall be utilized in assessing whether the minimum insurance requirements should be increased. City shall notify Operator of any required increase in insurance coverage. c) All insurance policies shall provide for 30 days' notice to City of cancellation and/or material change in policy terms. All such policies shall be written by insurance companies legally authorized or licensed to do business in the State of Alaska, and acceptable to City. Operator shall furnish City, on forms approved by City, certificates City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 12 MO 102 ilifty evidencing that it has procured the insurance required herein prior to the operation of the Shiplift Facility by Operator. Operator s all be liable for all deductibles under anyinsurancepolicyobtainedbyOperatorandrthisAgreement. Nothing herein contained shall prevent Operator or City from placing and maintaining at City's or Operator's own individual cost and expense, additional or otier insurance as may be desired. d) On October 1, 2011, and an ually thereafter throughout the Agreement Term, Operator shall procure and submit to City a written report from a reputable insurance broker acceptable to City that the broker has reviewed the types and amounts of coverage of insurance obtained by Opera or and the operations of Operator and in the opinion of the broker the coverage com lies with Operator's obligations under this Agreement. e) All of the insurance policies re uired above as well as any other insurance carried by Operator or City shall provid that the insurers waive their rights of subrogation against City and Operator and their respective officers, servants, agents or employees. Operator further agrees to waiv and agrees to have its insurers waive any rights of subrogation (whether by loan recei ts, equitable assignment or otherwise), with respect to deductibles under such policies and with respect to damage to equipment including the loss of use thereof, whether in ured or not. Operator shall also name City as an additional insured on the general liabi ity insurance policy maintained by Operator as required above, excluding coverage for laims resulting from City's sole negligence. Operator shall promptly and without reques by City supply City copies of all insurance loal. binders and policies. 1 1 ARTICLE Assignment Section 5.01 - Assignment of Agreement. The parties recognize that a material reason for the finding by the City Council of Seward that it is in the public interest to enter into this Agreement with Operator is Operator's experience in operating vessel repair and construction facilities on the Premises. 1 Except as provided in Section 5.02, any assignment of this Agreement by Operator shall be void, and any attempt by Operator to assign this Agreement gives City the right immediately to terminate this Agreement. Section 5.02 - Assignment. Notwiths a nding Section 5.01, Operator may assignt its entire interest under this Agreement to a person to whom Operator sells its vessel repair and construction business, provided that the assignee and the terms of the assignment shall be subject to approval by Ciy. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 13 Iser, i0 1 ftd ARTICLE 6 Default; Remedies Section 6.01 - Events of Default. Each of the following shall be an act of default under this Agreement and the terms "acts of default" and "default" shall mean, whenever they are used in this Agreement, any ono or more of the following events: a) Failure by Operator to observe, fulfill or perform any covenants, conditions or agreements on its part to be observed or performed under this Agreement for a period of 30 days after written notice specifying such failure, requesting that it be remedied, and stating that it is a notice of default, has been given to Operator by City; provided, however, that if said default is such that it cannot be corrected within the applicable period, it shall not constitute an act of default if corrective action is instituted by Operator within the applicable period and diligently pursued until the default is corrected. b) The making by Operator of an assignment for the benefit of creditors, the filing of a petition in bankruptcy by Operator, the adjudication of Operator as insolvent or bankrupt, the petition or application by Operator to any tribunal for any receiver or any trustee for itself or for any substantial part of its property; or the commencement of any proceeding relating to Operator under any bankruptcy, insolvency, reorganization, arrangement or readjustment of debt law or statute or similar law or statute of any jurisdiction, whether now or hereafter in effect which shall remain undismissed for a told period of six months from the date of commencement thereof. c) Any event of default under the Lease. Section 6.02 - Remedies for Default by Operator. Whenever an act of default byOperatorshallhaveoccurred, and any applicable period for giving notice and any opportunity to cure shall have expired, City shall have the following rights and remedies all in addition to any rights and remedies that may be given to City by statute, common law or otherwise: a) City may terminate this Agreement and re-enter the Shiplift Facility and take possession thereof. b) Recover, whether this Agreement be terminated or not, damages incurred by City by reason of the breach or default by Operator. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 14 Nue 104 1 T) ittir c) No expiration or termination cf this Agreement shall expire or terminate any liability or obligation to perform of Operator's which arose prior to the termination or expiration except insofar as otherwise agre d in this Agreement. I d) Each right and remedy of city provided for in this Agreement shall be cumulative and shall be in addition to ev ry other right or remedy provided for in this Agreement or now or hereafter existing at I w or in equity or by statute or otherwise, and the exercise or beginning of the exercise I y City of any one or more of the rights and remedies provided for in this Agreement or ow or hereafter existing at law or in equity or by statute or otherwise shall not preclude the simultaneous or later exercise by City of any or all other rights or remedies provide for in this Agreement or now or thereafter existing at law, or in equity or by statute or therwise.c Section 6.03 - No Waiver of Breach[I. No failure by City to insist upon the strict performance by Operator of any term, co enant or condition of this Agreement or to exercise any right or remedy consequent up n a breach thereof, shall constitute a waiver of any such breach or of such terms, coven nts or conditions. No waiver of any breach shall affect or alter this Agreement, but eac and every term, covenant and condition of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent breach. 1 i Section 6.04 - Cure by City. City shall have the right, but not the obligation, to cure any default of Operator under this A0eement if Operator fails to cure the default likt. within the time allowed under Section 6.01. Any cost incurred by City in effecting such a cure shall be payable by Operator upon demand, and shall bear interest at a rate of 15% per annum until paid. ARTICLE 7 Miscellaneous Section 7.01 - Time. Time is of the a sence of each provision of this Agreement. The time in which any act is to be performed under this Agreement shall be computed by excluding the first day and including the last unless the last day is a Saturday, Sunday or a holiday, and then it is also excluded. Section 7.02 - Entire Agreement. Thi Agreement contains the entire agreement of the parties with respect to the matters overed by this Agreement, and no other agreement, statement or promise made by any party which is not contained in this Agreement shall be binding or valid. 1 City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement 1 Page 15 41kr., 1 1 1 Section 7.03 - Relationship of Parties. Nothing in this Agreement, and no performance of either party hereunder shall cause the relationship of the parties to be that of principal and agent, partners or joint venturers, or cause the parties to be associated in any manner other than as owner and independent contractor. Section 7.04 - Notices. All notices required or authorized to be given by either party under this Agreement shall be in writing and shall be served personally or sent by registered mail as follows: City of Seward P.O. Box 167 Seward, Alaska 99664 Attention: City Manager Seward Ship's Drydock, Inc. P.O. Box 944 Seward, Alaska 99664 Attention: President Notice by mail shall be deemed to have been given at the time of mailing. Each of the above addressees may, by written notice to the other, designate any further or different addresses to which subsequent notices shall be sent. In addition, the parties hereto may agree to any other means by which subsequent notices may be sent. Section 7.05 - Binding Effect. This Agreement shall inure to the benefit of and shall be binding upon City and Operator and their respective successors and assigns. Section 7.06 - Severability. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provisions hereof. Section 7.07 - Amendments. This Agreement may be amended only by a writing signed by City and Operator. Section 7.08 - Execution in Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 7.09 - Applicable Law; Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the State of Alaska. Any civil action brought by any party under this Agreement shall be commenced and maintained in the Superior Court, Third Judicial District, State of Alaska, at Anchorage. City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 16 gad 106 Section 7.10 - Ca tions. The captions or headings in this Agreement are forconvenienceonlyandnowaydefine, limit or describe the scope or intent of anyprovisionsorsectionsofthisAgreement. City of Seward and Seward Ship's Drydock, Inc.Maintenance and Operating Agreement Page 17 IN WITNESS WHEREOF, the parties have executed this Agreement as of 'Nod the date first written above. City: CITY OF SEWARD YArOgio. Jame 'fint r City D.46ager ATTEST: j)( 4a itilmg4A J hanna Kinney, CMAICII— ej ity Clerk 10,0ftg”Ils4404.4, e4k. Operator: SEWARD SHIP'S DRYDOCK, INC. e SEAL, ° ike. Ja, es T. Pruitt00.,„c oF onuses President City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 18 1111110 108 Exhibit A Defrred Maintenance DEFERRED MAINtENANCE PROGRAM Backfill transfer pit COMPLETED Renew oil in winch gear box COMPLETED Motor reseal 11 COMPLETED Brake reseal COMPLETED Batter pile repair COMPLETED Coat fasteners COMPLETED Rail alignment COMPLETED Motor dip/bake 7 ea. COMPLETED Line amplifiers COMPLETED Paint gear box COMPLETED Paint structural steel on platform14, OO COMPLETED Cleaning and tightening electrical connections COMPLETED Repair of wooden decking on platform Replace sill boards COMPLETED Cathodic protection system COMPLETED Coating pipe pile in splash zone utilizing existing material) Coating of 33 cofferdam cells COMPLETED Cables $12,000 x 28 COMPLETED Motor Cover Repair(replace) COMPLETED Repair control house doors COMPLETED Repair air control system COMPLETED i COMPLETED Nor Erosion Wiring and conduit for warping capstan COMPLETED Lower sheave bearings COMPLETED Winch junction boxes COMPLETED Repair support pile COMPLETED Repair winch covers COMPLETED City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 19 lier 109 Exhibit B-Description of SMIC Attach Plat Map] sail/0 City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 20 110 1 tiory Exhibit B Maintenance and Operating Agreement between City of Seward, Alaska and Seward Ship's Drydock, Inc. dated a of April 1, 2012 1. 1 § it 54, 25k1 :ii11021ce k 4 ' t i1 . Fp: I g' 5. i ti t tir 1 i! .. ...,i cii..,' 4k.,fp L ‘ ...! t lei 1 Ils til 1 , •w il In i 4'h'iaNipii- NI v. ----p- :;'! ' . ' g.:t i - 0 4141gli; i I $ft3,".4, 4 / i §I/ I 11 .k .4...„ -1‘7:4 U IirlI12„q9;) VA; r i 1 ' t31. .g* d1416.§ail •'` 3 I- yi, 6 .g •:g k., 'e.',Vi ig k- w ig Ti0" ki 1 w lilt :f 4 ,f- •:: < ,,,,,,„,.,/I J - _ ) ix e.111 ....,K •I v0-..ilai ge,;t 0. ,,.•r, .EN.Jge......p44 1,a,......." %1' -° $ eA"fi "2tif lb . 1 3 3ND.;fklii gpg :-.t 1 f..§R R 4.1 - iceaktiErnstioc fir!2i_stool..._ e•_•••-tzt2f0.__Ltr,i0:10____ _ _146 ,a-Roz../Atr,ag, 164CVO& 73211i0S 2 e -3411)1' 7.'s'r.41.445 l'1R4 4-411I4g,,*sr L,,4.gj 4,k,443 •. 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L xicrit 1 ,...00.,) . 14,01.F..Fg 3,Vgit'''I.Pillt '` 'Iit: 1 i I1...,,,,,...... k ! i I iii ii.4, 44,_ ...• 17, -iir,:i.1i., ,...,,1;, a .7.00.1IN . ••"--tetsa,lacturd , 1k.A Eili,.4 Ogg./.0 4'/OM Antal Om*.)4,1000 .r.n uhar 14ts Wait los.,:taar ' 1 pt'"' lToK::Vgctr 00.07i tsrsi a arwell0 ei 11 i A g, fillI1 g =., d I 7.S ti ?,1 - L', 91 4 g, hIAews 1 sI1 cv 1 K F,C20 rerJa sa....) ...0.040., sclik .: p,'iGS •LA a etc n5#)g • 1111sg.. et/.1OM 4, i14'' raw M.,41,40:O1am I m,ifq,M613 1, b•".11...:,-,:fa," . 1 ...„,,,..ss,.... b b 1 Nr,rna 14 ^IiiIAer) 1 I 1 I Sr,, 1 -s4' 4. ft --2., h 8 1% .-1 , ,, . — 14;i7:: - 1.- -- — — --- 34v/4 Si—7731'--- — t1111*. . 1 c) I W sti:,:-4agk•11 1. J i . 00,1 3.fIst.s Pt III!1 egg li P.,;,4 I I gZ '1-i-:,.a 1111;11,5:1:1, to:'115?- 111' 9.i,!:!1!... ii!...:;!!!!! 2! q flapAg, ,!AiL„.1.-8a2, 1: :i .,' isif-r;12,21AR:t.gle, 1 i4g: w .,,,,.,.i ,2, 4 •k reKIL 'I: ili 1 .;1' % i a4 ! 4 is... ..,.,.. .. s ...s.r 3 .91311:13!i01-4.1.7122i2 .2iI - PIZPiilg 111 If 411;11;fraMA; r) 41 0 at 0 c, Q R 1 Exhibit C - Fencing Specifications Attach map showing Fence and Managed Parcel] City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 21 112 likilf 411-2I-2 000 03:14pa Fron-SEWARD son NI,R8OR 9072247187 T-077 P.016 F-:82 CO*34-',5'E Ni\ 2 it 6 5V ,.., X tti. 4'11 c--- 3v. 1.' P.(5:411114. ,..: II -I r•2<7:* • —R 7'-'1•4,,i* i.,i 1.1 kil EXhibit.0 • Fencinc c0*-ieag'1...a.1.0,'.,I 1 :ssNri--, ---., _ , ts.). 3.' . : 'a::,` e--.......--.---c-----r,at wrre.,4 ect_tismaRY t..th:e.-) ‘1.z 10F-11 tk+. I 111.4 tkiStitt2' IN's/Dcat,INIC. 1;9; 1 Iel tis 3M 0:3 il!t • I, •! E- IA Ca.:ZIP 1,5"e, 4:05:Ce I te ,1 I err I e,s--FE-&3S WILE- 1- .C.H.P.,sni wr..1K c-..<5,...3e7riZL2C---....,• Ai A MINI" M OF Er .-. -7:- I FINIAL_ T,E.41 ors)7 dIlisborI -. Il e. In i p As.-t- Pc4,70CIATEZ2 PA;--7'7'.7 1 cw --n-ie. 91-RLSC,11-22..-5iI.V- r I 5'1.155E41-"TV f--MV,L., og.• ::...,-;-.,11 n-1 I; la 141 1 i IL) El d 311r;1 AM 1 ( 7...." r LI u I N 0 INci-'ffl 1 : I 111 rok ips.=.10-riricak-rio0 or,11-1. -11-11") 7 NICI•."' Pc 4,t-YR-V1;-::'1• NrvizaK IN — ' 5 • : • L I I I A 020051 111 -21-o0 16: 09 REC..,[VED FR011:4.99722471371 Illikkow I 1 1 1 4 EnNb O- M n name mha d8o d N In addition to other obligations in this Agreement, all maintenance of the Shiplift Facility shall accomplish and conform with the guidelines in the operation and maintenance manuals, S-2787 and S- 2751, as published by NB Syncrolift and current standards set by Peaduon Shiplift Corporation Maintenance Records P022 — Seward Ships Drydock Company (as included herein in Exhibit 0), Norton Corrosion, and Lloyds of London. 41.1111110 City of Seward and Seward Ship's Drydock, Inc. Maintenance and Operating Agreement Page 22 41110 i J b;-'t ))1^ ,`/ HIP[/FT MAINTENANCE RECORDS P0%D-8swmno SHIPS DnvoocxCO. OVERVIEW I Periodic in otkm and maintenance isp» ired to assure the safe, reliable operation your shiplift and transfer system. The following forms, charts and logs will provide a checklist and comprehensive record of your compliance w/kh recommended maintenance procedures. A loose leaf notebook should be used to file all completed check sheets.A more stringent maintenance schedule may be implemented if it/mfbund to be necessary to accomplish the intent of the maintenance program or to maintain a specific classification requirement. The appropriate record sheet(s) for the maintenance activity to be completed should be copied and used to record all maintenance tasks carried out. Each sheet must be signed and dated by the person responsible for the maintenance of the shiplift transfer system upon completion of the tasks on the sheet. Each week one of the Weekly Maintena ce Record forms must be completed and placed in the shiplift maintenance log book. Each third month one Additional Three Monthly Maintenance Record must be completed and placed In the shiplift maintenance log book, along with the Weekly Form. Each sixth month one Additional Six ' —^^^^^^x Maintenance Record must be completed and placed in the shiplift mainten nce log bnmk, along with the Weekly andSawThreeMonthlyForms. I Each year Additionalon Additional Annual Maintenance Rm ord muot e completed and placed in the mhip}Ut maintenance log book, along with the Weekly, Three Monthly and Six Monthly Forms. In addition, tasks to be completed less frequently should be entered as comments on the Additional Annual Maintenance Record. These tasks include: 1. Every two t the hoists 2. Every wo years, repaint cradles. 3. Every five years, change all gearbox oil, Unless testing has shown an earlier change was necessary. 4. Every eight years, strip and examine One set of upper sheave bearings, The bearings should be renewed if there is an sign of pitting, If there is a need to renew the bearings, then all bearings of an equal life must also be stripped and examined. 5. Every eight years or 2,000 operating ho rs, whichever occurs first, all hoist wire ropes must have been replaced (unless eguiar NDT rope evaluation is combined with semi-annual visual and annual destru tive testing of one wire rope). 6. Every ten years, strip the motors. Clean nd examine the stator windings for signs of damaged insulation. Renew the bearin s and reassemble. puC-p022emR-11011*n0 Page:'~` Pearlson Shiplift Corporation a 1xnaoow114m Place,Miami,Florida a31m " Email: m@v ft.cwn Correspondence: Post Office Box xon1o0,Miami,rLooxn*cuoo • Main:(305)720'2536 Fax:(305)505-7161 li l 11 d t1.1. 111-r sad PEARLSON T SHIPLIFT MAINTENANCE RECORDS P022—SEWARD SHIPS DRYDOCK Co. WEEKLY MAINTENANCE RECORD Refer to Maintenance Manuel for details of tasks to be performed. IJ 77-7- 7"7":77-77777117,15::;,7,71iL Shiplift Platform 11111 Inspect•latform deckinst.0 MIIIIMENLubricates the lower sheave bearints. MEI Verify the platform has been run at least 8 feet. 111 Visually Inspect the wire rope lubrication andShipliftHoistreplenishasrequired. Ro•es lill/MIONNININIMONEMINONINOMONININEMOMOIMIONMI Shiplift Transfer Lubricate the wheel bearings of all cradles which System have been submerged. The above tasks are to be completed each week. Comments and Observations: Nor The above tasks have been completed: YES ONO Signed: Date: PSC-P022-SMR-710118-R0 Page:2of9 Pearlson Shiplit1 Corporation 12030 SW 114th Place,Miami,Florida 33176 0 Emalkiafo@shipiift.com Correspondence: Post Office Box 560100,Miami,FL 33256-0100 Main:(305)720-2536 Fax:(305)595-7161 1 41100 116 411krir PEARLSON SH111 11FT —4.-- SHIPLIFT MAINTENANCE RECORDS P022—SEWARD SHIPS DRYDOCK Co. ADDITIONAL THREE MONTH MAINTENANCE RECORD Refer to Maintenance Manual f rdetails oftasks to be performed. Aggille:,3.n—ij, , ., -,,,, ,, ; , 1710, 00),' ,,, , ' ..-,. ,.: ::.:,Ii,2(0i)xiiitt Shiplift Hoist IIIIRopes Rotate rope reels in storage. 0 1111111111111 Inspect load cell tra sducer pin and anti-rotation bracket.Check that able connectors are ti•ht. MI I Shle lift Hoist ME Check the enclosed •ear drive oil level, 0 NOMMINNIMIIII1111111111111111111111111111111111 Shiplift Transfer Visually inspect tree• and inside flanges of cradle 0Systemwheels. The above tasks are to be completed with the Weekly Maintenance Tasks. Comments and Observations: Slim, f I 1-- f- 1 I The above tasks have been completed: 0 YES ONO Signed: I Date: PSC-P022-SMR-1-10118-R0 Page:3 of9 Pearlson Shiplift Corporation • 12030 SW 114th Place, Iamt,Florida 33176 • Email:lnfo@shipllft.com Correspondence: Post Office Box560100,Miami,FL.33256-010 0 Main:(305)720-2536 Fax:(305)595-7161p i4klirl 117 1 I kfiL ; J) PEARLSON SHIPLIFT MAINTENANCE RECORDS P022—SEWARD SHIPS DRY0oCK co. ADDITIONAL SIX MONTH MAINTENANCE RECORD Refer to Maintenance Manual for details of tasks to be performed. Rope Inspection and Test Results to be recorded on Rope Inspection Log/Chart.) Brake Inspection to be recorded on Brake Inspection Log.) cy,x9-411;q11,r13,4,1,%-,fiziR.1•319-,4-„, • Clean limit switch actuator plate and paint as Shiplift Platform required.Check actuator plate fasteners for tightness. Shiplift Hoist 2 Visually Inspect the wire ropes for broken wires and Ropes wear. Enter results on Wire Rope Inspection Charts. Hoists 3Shipllft Lubricate upper sheave bearings, pawl pivot,hoist frame bearings. Lubricate limit switch actuator mechanisms in the4. 0hoistlimitswitchbox. Strip brake, Inspect,clean out dust and check brake5. 0torqueandsolenoidair_gap. Check Hoist Junction and Limit Switch enclosures 5 are clean and watertight. Check all glands&cables 0 and tighten all electrical connections. Shiplift Transfer 111097VisuallyInspectrailsandfasteners. 0System 8. Visually Inspect transfer cradle paint 0 Check cradle and SIC wheel U-bolts for torque.9 Note any signs of movement and misalignment. The above tasks must be completed in addition to the Weekly and Three Monthly tasks. Comments and Observations: The above task has been completed: 0 YES ONO Signed: Date: PSCP0224MR-110118-R0 Page:4 419 Pearlson Shiplift Corporation • 12030 SW 114th Place,Miami,Florida 33176 * Email:info@shiplift,com Correspondence: Post OfficeBox 560100,Miami,F1,33256-0100 • Main:(305)720-2536 Fax:(305)595-7161 118 44‘10, PEARLSON littrPtimasJ*T at. SHIPLIFT MAINTENANCE RECORDS P022-SEWARD SHIPS DRYDOCK CO. ADDITIONAL ANNUAL MAINTENANCE RECORD Refer to Maintenance Manual •r details oftasks to be performed. Lower Sheave Inspection to bere 'tried on Lower Sheave Inspection Log.) F —777-47-1-.7qtakilo0p-J1 I,' Mjf,' la.:LL -P,L(A.,-trld;1 1"0o` 111111ShipliftPlatform Check steel structu e(corrosion,welds and rotective coatin• 0 IIIMIIIIIIIIIIIIMIEMMEaat least two lower sheaves. 111111111111111111111111111111111111111111111.1111111111111111111111111111.111111.0=111111111111111111111111111111111111111111111111111111111111111111111111 Shiplift Wire Ell Complete a Visual it NOT examination of selected Roses ro.es.Record findi Is on Rose ins section Record. 0 IIIIIIIIIIIIIIMIIIIIIIII 4. R -.7' 0 2 roam d test to destruction. 111111111111111 imummommommilimmommimimrammormoimm Ship lift Hoists IllgillneathijAd'ust as re.uired.1111111041111111 1111111111111100. 6. Itil.:,s MUilini1EM11.11111111111111111110111. eCnoomopsi ea tde gae av irssua e Ti es aamsampleinatlo on o of 1 f oil from0 of h mf the hIIII 0 earbox and re.lace if test indicates it is necessa . IIIIIIIIIIIIIIIIIN 8. Me••er test all hoist otors. IIIIIIIIIWIIIIII IIIIIII Shiplift Load Verify Calibration oft e Load Monitoring System. Monitoring 9. Install the temporary-upport beams and 0 S stem ad ust/re.air where r a uired. MININIMI11111111111111111111111111111111111111111111111111111111 14111411, Shiplift Transfer 10. Check 25%of wheel: for wear and disassemble and 0Systemins•ect 10%.. Check that rail levels:nd rail joints are within 0EMItolerances. 1111111111111 Check the condition of the Side Transfer Carriage 0 steel and deckin.. MNNININMNINIIIININ/IMMMMINIIIIIIIIIIIIIIINI Check all electrical co nections in the ControlShipliftControlConsoleandMotorControlCenter. Functional check 0SystemtheentireControlsyst:m in all modes of operation. The above tasks are to be completed with t e Weekly, Three Monthly and Six monthly tasks Comments and Observations: The above tasks have been completed: 0 YES ONO Signed: 1 I Date: PSC-P022-SMR-110118-RO Page:Sag Pearlson ShipliftCorporation * 12030 SW 114th Place,Miami,Florida 33176 • Email:info@shIpliftcom Correspondence: Post Office Box 560100,Miami,FL 33256-0100 • Main:(305)720-2536 Fax:(305)595-7161 1 41111111W 1 I 11 1 0.0 PEARLSON 12 RFT --- SHIPUFT MAINTENANCE RECORDS P022—SEWARD SHIPS DRYDOCK Co. LOWER SHEAVE INSPECTION LOG 4 114), P,klicire44/4 41-4,--= 4,, :9.1,::FT, r ,w ...vit: ,w1.41.50 it, otji6 yqii...OREIV.Iti,l'-.917,41, 9Anr:-*'Iv?-ia r -PAU; .,w,' ,','T.- i --- 'it kr 't-, 4i,i.:,,,*.14.,.:Ti-Nt-A-,•'-',''J'e',-,, V-1,---, mE,,Enlv,v,-il-''94 7 IP''',4),s'0'; .A1BatIV )fri,,'--, ATER,'t; .,,',-,, tofi ER Kt Ifylrill?-4.- LstEi v.L.,;11111111111111111111111111111111111111111111111111111111111111 ML.....;:g r.312.0 4.1isXtriegg rgait-og,,NI IM79- '71'1,4Pri iiiiiMEMIMMINNOMEMINMON LD i Ii 1:.-_ BLA. , IIIIIIIIIIIIIIIIIIIIMIIIIIIII trroll --I'MalliniMMINNliiiiiiiI MliiiiiiiiN Mffen1111111111111111111111111111111111111111111111iST-IP•5fialai WilillAr(9,„;.4 ROEtiffeARG ra:013 Arti ikrasf .1.624 Comments and.Observations: PSCP022-SMR-110118-Ro Page:8 019 Pearlson Shiplift Corporation 4 12030SW 114th Place,Miami,Florida 33176 * Email:info@shiplift.com Correspondence Post Moe Box 560100,Miami,FL 33256-0100 * Maim(305)720-2536 Fax:(306)595-7161 jiI 11 Nid 120 e...4,,, PEARLSON iluaw SHg;lasionz: n1 1-1FT — SHIPLIFT MAINTENANCE RECORDS P022—SEWARD SHIPS DRYDOCK CO. MOTOR/BRAKE INSPECTION LOG 7.4*"1,j,4MPAW14(31-,,,•,,,; 91 V.../y!.... r..:'.l..14 L.r, ML'..I'.-•..,"I,-s• t,,7VLa, -v ; a7li7Z-u,a 04^.''0:,k : V,.?..':'.'-:.• r. P: e,i., rN. v. 4" gL a 04E 47g t''a.:...., 4Yr' x,'. is':. f-•. t:, f-::...: 1,:?:;. lik scliPP' rigarvin 11"e 4rorbrytto. l'f .#,, *• zig;:6'....1 ET, -..4 F 7 ./1'4 -^ t; ,'- r:J n7, ;wogs=Vt-3..Kg-X.' '''t 1:1111111r4V-W.0%,Milli f.": '..p.'}$1 LI l'iliguni 11',...-Q. Viadlq.0411...1.111111.vioy'.....,.I••••••••.4'.:.vi.,!:::-..,v, 441, t..-,zuelai bahgvel,,,Nall.:::,.., ,,c,0z.z!.,am bia, riam 4,,:,,t,,I,-,,,..41 A.; •1,wapitilINIIIIMMI 1 c A4 t. 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MEE TorQuEf;,..,131111:154.15-.„RiNerill11111....,:::•,..:::: ,...,.Y....,*:::;.; pi mi.•:.,, tar ; sliiii...i.w.4,.,:k 1VGArig tiiliAAW'' J•kfti—ixs"low$A. fo1er•otott?ex3,... ‘,. 13,4,,41.1.4..'')eetf.;" 4111 k,...i:ViArif:At 7t14 i .14.i 4'1111.1. 1111. 1.1111i, • ' I..4,'Z'..4 k" ''S1 VI' ''IE. - 'of l'nolli -Am aikPadtagillill40141:4121 elIRO?•1•: Ii nimiitii,am-Yit-r,F),,Willi Noe Zi,-‘ rf_'in.3.FAR41),111.111:1Fik OsickTi *''' 1.1 4PitA Ot**.A. fgarkte IiiThat or trovi 11-ellpte ....i evipie4 fEtugasi0,-fail',',#1.entt: L&M t.i.c...,.. ......';. z..99neni-1M.99014 1011S-914..t1'., 114,44.15Z:U"''ff'' Plintg•my eaa 41'ov, fIR swag,ti .1,tVA.I q......1% 470141"aritkR -.'4 ISM41.°-9 1.0ClIllIl KSA UE&Mil.0. -...'. . .,4MIMI 0 rilel1111111$10-kiztif.,,,01Ina iyiKritaj11e'.. It 0?,t4AA a.. ' ga•". .• • 44 444VA 431 Y'4iXtalall fa 1eiriCiiiii11411.qi P ' ESIIMF"' ' '''.0111111te P-1211111 F1,1 lat,sit,:iii.',.ai:;:,i.iii -.*:!.: i,i51:::9',N*YA F 11.04iti.4.4.1tg.v.1,-; AlirtAtik's0. I.• '..,-.'-''''.41. r.,.,..,..:1...eve..s. e 1p..Ak% 01% n.:,..c......i,r..,ffiniVIle:itilP•-Ti, ' 3!..isqiu.. '0.,..f. 4,1,. i'AiWkig - MrAlgi itiorpf ,gpA f.r "Ak0E . ...',...vi,,ti,a i•••1"'‘i AT.grIPP pt...,..till.1,,,.. 0.044 '4" niMiafryetkEll,,,11.0.t.:,•},-....c.Nei ttiMEGGE1•4..it'4 10:4.10g": ilta. IliVitYarR3 1 .1.1:-,d..V...iaig;1...u.........6.4....st- Coxrimento and Observations: I 4 1 PSC-P022-SAIR-110118-R0 Page:7 of9 FortsonShipliftCorporation * 12030 SW 114th Place,Miami,Florida 33176 o Email:info@shiplift,coin Correspondence: Post Office Box 560100,Miami,FL 33256-0100 a Main:(305)720-2536 Fax:(305)595-7161 1141111161,' 121' PEARLSON New SH10-100011.111F1- SHIPLIFT MAINTENANCE RECORDS pozz—SEWARD SHIPS DRYDOOK CO. WIRE ROPE INSPECTION CNART 7-77,]Ialgtiz11111111111111111111LNA4 41.011.4744 7-H,4.00111 oJ W[100 VISUAL INSPEcTiON . . . .• yogi,tiNti AV2 No*: 0 Pass O Fail 0 Pass 0 Fail 0 Pass 0 Fall 0 Pass 0 Fall Nod 0 Pass O Fail 0 Pass 0 Fail 0 Pass 0 Fail 0 Pass 0 Fail 0 Pass 0 Fail 0 Pass 0 Fail PSC-P022-SMR-110118-RO Page:8019 Pearison Shiplift Corporation 12030 SW 114th Place,Miami,Florida 33176 0 Small:info@shiplift.com Correspondence: PostOffice Box 560100,Miami,Ft,33256-0100 a Main:(305)720-2536 Fax:(305)595-7161 41111100 122 ir PEARLSON si---Leaaamissr,aFT MAINTENANCE RECORDS P022-SEWARD SHIPS DRYDOCK CO. WIRE ROPE INSPECTION LOG it,5514,toiiit-,.,;-twil::;ai:74r-4., 1 al .A4,A -.-. -; s;1wrip54raami: 64,,, 0: :; oriflonmW-c•'',-t: Redo' l-) 3t '1 Agar Milt:;f;Ili: 'REASON ITIWZ,ZIWW:t;7.4: 1,T:.1Miow: Mg1111- 111111111111111111111111111111111111111111.11111.11111.li1111111111111111111111111111111111111111IMO IIIIIIIIIIIIIIEIL=7a-A111111111111111111111111111111111111111111111111111111111 W64111111111111111111111111111111111111111 lltIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIMIIIIIIIIIIIIII 41,77------i 1 1 II1 -fillIttaZ, 111111111111 1117--- kaimilmimmomoraiA'a'-- LaItgA111111111111111111111111111111111111111111111111111111111111111t:;;-kllIlIllrIMIIIIIIIIIIMIMMII ormiv.,-:-lIllNIIIIIIIINIIIIIIIIIIInIIIIIIIIIIMIIIIIIIMAFAIIIIIIIIIIIIIIIIIIIIIIIIIIIIz, IIII I1id'' ''-'41111111111111111111111111.1111111111111111111.111111111 strf" a Page:9 of9PSC-P022-SMR-11011$-R0 Corporation •PearlsonShiplift 12030 SW 114th Place,Miami,Florida 33176 • Entail:info@shipliftcom Correspondence:PostOffice Sax660100,Miami,FL33256-0100 • Main:(305)720-2536 Fax:(305)595-7161 2‘ IT) 1 sod10-?1,-2000 03:1Inci Fran-SEWARD 0 HARBOR 491)7224718. 1-01T P.M F-182 ExiliLT+ r yNegoL T I.‘, ENTORY LIST ligni LI9. OA_Ns,Description Ouanty 1-16-NA Oper. Han e Circuit Break 12 R -NA Oper.Han le Circuit Break 1 PkZ1vI 3-32-NA Basic Swi b 1 -- N214/1-12, 24, 30 Under Vo 1 tage Trip 110-550V 2'S --- DIL 2v-22-NA Universal ontactor S .-- DLL 00L-22-NA Contactor DR 00L-44-NA Milli 2 ..-- DIL 001.-62-NA 121:11 2 --- Pk2.1v1 0-1 NA Manua) otor Starter PkZM 0-1, 6NA c=r otor Starter I ...--- P121v1 0-10 NA Manual otor Starter 1 --- DIL 0-22-NA Universe. Contactor 2. ...- Pk2M 3-25-NA Basic S 'tch 1 ... voidPlaavl3-16-NA CM:"tch 1 J-IDIL 2-NA Coil 1 ..---- 9-1146-002 Voltage ' -age 2 ---- 112X.AX578 Overeu em Relay eimr 2 '--- 85AXA173 1 0--- DIL-2-22 I 1 ..--- T2b-3-2173, 64 e flush ount Cam Switch 1 -0-- HR 311-NA 9 /2-Partial ..- 7-. .012 AB Timing Relay 2 ..,- 7022 AB Timing Relay 2 ,.,..---- 1 3728? A Timing Relay 1 ....-- t.- RR 513-NA Timing Relay 21 2-Partial ,- CN 7k5PC 15CT Coil 1 1 I I tze.Sylicrolifi Invenro Pa ItyLisr I 02005601 -21 -00 16:06 RECEIVEp FRom:4-9072247187 P- oe 4 124 xlk4 ;f E 0-21,1000 03:11prn From-SEWARD*HARBOR 90TZ247100 T-077 P 009 I I2XBX 206 A Undercurrent Relay 140 MA 60CY 160'MA 60CY 2 NZM 6-63 Uncl- Voltage Trip 240-600V I NZ..Ivi:H 6-63 Uncl-,r Voltage Trip 240-600V 1 Vari.u.s light.bulbs,nuMbers, ex. for I box co. .le ari•us nuts and.baks 1 box AIM 12-800 Sina t Trip U-P1<2M3-NA Al3x200 Fuse 6 A13x300 Fusel 21 ..-- A13x250 Fuse[ 12 ACAC10 Foscl 5 33133-1 Fuse! 39 D1024-C-02-P2 Valvie 1 13 1024 C-02.-1)1 Valvo 1 IF 4575 Cool Transformer 7 Cl3-17 Thetinal Overload Relay CA 3-16 Mater Sumer W/O/1-Relay 3 1151 V Inco .ing Voltage Meter 22216 RH 10-77 Rolle! Bearings W 33 RollOr Bearings 200. , 300mm 82m W33 Rolle Bearings 126n‘n, 200mm, 75tu 23032 R14W33 Rolle Bearings 2 120mtn,200mm, 75m 6318 Rolle Bearings 62)6 Roller Bearings 4 62)3 Roller Dealings S'yncrolift Inventory Lin Page 2 1616) 15;07 1 RI:CV t01..i:1.907Z2471/37 020057 1 -71 -P .09 125 EXkl-1-41-t e A.V.21X111 13L qv* FoturcE14, WW1 44i2241, T-017 0 PO ;-'11, 4400, 6.1)I I Roller Bearings 2 ..--- 631 i Roller Benito 2 -,--- 4)311 1 Roller Bearings 4 .- 1 2.1Q Roller Bearings 3 ..--- 302 CC/W33 Roller Bearings 2 23036/v/33,Roller Beatings 718:4- 15 3,14 MOO 0-RitISS 3 7116 x 15 314 Teflon 0-RIngs 10 e...." Air Plunger for Pavil 2 „yr.' MOM=SeteCar SSOIth t --- Hoist Load Cell Shims 1S ......-- wil Cotter Pin 4.1.T.17.0....—r 144.rims Line Amplifiers 2 good re..3 bad i maybe Various pant tot riming relays 1 boa #'' 4., 1* Op er, Handle t 4.+' 11V 4 10 ......' AP 4 i4 ....-"' AP 2.5 6 --- Wire 113 Numbers 1 pkg. 351•1.6.•••••••••11111101M11....1. a llrairt Coil OnOce ftission Disk 16 ..---- Porta•Powes Xit t .....-- c - ifo Mowi 2 Wu Lang Cables 2 ...-' Left Lang Cable 1 ..-e- Capan Motors 1,..''..". e,-•••a.,,,...• Sirrroliit Invemor) Lin Palo' $ 02405801-at ,E)0 I ti:P7 Agog(VRD rAOH;+907224787 NI1110 126 r VigorIndustrial,LLC Phase I Environmental Site Assessment N.r1 ProjectSolstice Seward ShipsDrydock 7-MileNashRoad Seward,Alaska ti April 2014 Project Number 0230020 i'iiN,i 7 N Erik Ipsen,PE Partner-in-Charge Phase SewaBob Geologist Assessment tee..lit---Prolect Solstice SewardShips Drydock 7 Mile Nash Road Lisa Nicholson Seward,Alaska ProjectManager Prepared tor.ERNI-West,Inc.VigorIndustrial,LlC April 2014 1001 SW 5th Avenue,Suite 1010 Portland,Oregon 97204 www.erm.cem T:(503)488-5282 F:(503)488-5142 The wohd`sleading sustainability consultancy ER d 7 TABLE OF CONTENTS 4.0 ASSESSMENT OFPAST LAND USE AND OPERATIONS 12 LISTOF FIGURES III 41 GENERAL INFORMATION 12 EXECUTIVE SUMMARY 1 4.2 HISTORICAL ENVIRONMENTAL REPORTS 12 4.3 EVALUATION OFHISTORICAL INFORMATIONSOURCES 151.0 INTRODUCTIONAND BACKGROUND 1 43.1 Subject Property 16 L1 PURPOSE AND AUDITORS 1 4.3.2 Adjacent Properties and Surrounding Area 16 1.2 SCOPE OF WORK 1 5.0 DATABASEAND GOVERNMENTRECORDSREVIEW 18 1.3 LIMITING AND SPECIAL CONDITIONS 2 5.1 GOVERNMENT RECORDS REVIEW/INTERVIEWS 18 2.3.2 Limiting Conditions during theSite Visit 2 5.2 ENVIRONMENTAL DATABASE SEARCH 181.3.2 Significant.Assumptions 2 5.2.1 Subject Property 19 2.0 SITE SETTING 3 5.2.2 Surrounding Properties 19 2.1 LOCATION 3 6.0 DATA GAPS 21 2.2 NEIGHBORINGPROPERTIES 3 7.0 USER AND OWNER PROVIDED INFORMATION 22 2.3 TOPOGRAPHYAND HYDROLOGY 4 71 USER AND OWNER/OPERATOR QUESTIONNAIRES 22 2.4 GEOLOGYAND HXDROGEOLOGY 4 7.2 TITLE RECORDS 22 3.0 SITE AND OPERATIONS INFORMATION 6 7.3 ENVIRONMENTAL LIENS OR ACTIVITYAND USELIMITATIONS 22 3.1 GENERAL SITE DESCRIPTION 6 7.4 SPECIALIZEDKNOWLEDGE 23 31 UTILITIES 6 7.5 COMMONLY KNOWNORREASONABLYASCERTAINABLE 3.3 PROCESSES AND MATERIAL USE 7 INFORMATION 23 3.3.1 Current Operations 7 7.6 VALUATION REDUCTIONFOR ENVIRONMENTAL ISSUES 23 3.3.2 Discontinued Operations 7 7.7 OWNER,PROPERTY MANAGER,AND OCCUPANTINFORMATION23 3.4 CHEMICAL USEAND STORAGE 7 3.4.1 Underground Storage Tanks(U5Ts) 7 7.8 REASONFOR PERFORMING PHASE I 23 3.4.2 AbovegroundTonics(ASTs) 7 7.9 NON-REGULATORYINTERVIEWS 24 3.5 HAZARDOUS AND NON-HAZARDOUS WASTE MANAGEMENT 8 8.0 CONCLUSIONS/RECOMMENDATIONS 25 3.5.1 Hazardous Waste 8 9.0 QUALIFICATIONS OFENVIRONMENTAL PROFESSIONALS CONDUCTING3.5.2 Non-Hazardous Waste 8 THISASSESSMENT 27 3.6 WATER,WASTEWATER,AND STORMWATER 8 10.0 LIMITATIONS3.6.1 Water 8 28 3.6.2 Wastewater 9 APPENDIXA-SITEPHOTOGRAPHS3.6.3 Storm Water 20 APPENDIX B-AERIAL PHOTOGRAPHS,TOPOGRAPHIC MAPS,CITY Via.. 3.7 AIR EMISSIONS 10 DIRECTORIES SEARCH RESULTS,AND SANBORN FIREfir•' INSURANCEMAPS3.8 POLYCHLORINATED BIPHENYLS(PCBs) 10 APPENDIX C-SITE-AND USER-PROVIDED INFORMATION 3.9 VISUAL INDICATIONS OF ON-SITE IMPACTS 11 APPENDIX D-USER AND OWNER QUESTIONNAIRES 3.10 ASBESTOS-CONTAINING MATERIALS(ACMS)11 APPENDIX E-EDR DATABASE SEARCHRESULTS APPENDIX F-PROFESSIONAL PROFILE i ii12i. LO INTRODUCTIONAND BACKGROUND ERM's Phase I ESA included: An on-site inspection ofthe subjectproperty toevaluate current conditions and identify areasof potential concern; 1.1 PURPOSE ANDAUDITORS A review ofproperty history through interviewsand aerial ERM-West,Inc.(ERM)performed a Phase I EnvironmentalSite photographs,city directories,ownership records,and historical Assessment(ESA)ofthe of theSeward Ships Drydock(551D)operations mapping; locatedat 7-Mile Nash Road,SewardMarine Industrial Complex Seward, Observation of adjacent properties and the local area to evaluate the Alaska(the"subject property"or"site").ERM performed the ESA at the potential for adverse environmental impact to thesubject property; requestofVigor Industrial LLC(the"User")using a materiality threshold of$250,000 perenvironmental issueidentified.Noteworthy issues of Interviews/research of local city/county,tribal,state,and federal 250,000will alsobe identified.records,includingcontracting of Environmental Data Resources,Inc. EDR)to identify sites ofconcern as required in theregulatory records The sitevisit wasperformedon 19 December2013byERM assessors Ms. reviewsection of the ASTM standards for a Phase I ESA,where Lisa Nicholson,C.P.G and Ms.KelseyCoolidge.ERM wasaccompanied available;and on the site visitbyMr.Jim Pruitt,the owner ofSSD,and the operator of Interviewswith theprospective purchaser. thesubject property. Photographsof the sitewere taken to document currentconditionsand are included in Appendix A.Copies of aerial photographs,topographic 1.2 SCOPE OF WORK maps,City Directory Search results,and Sanborn Fire Insurance Maps are environmental assessment was conducted in conformance with presented in Appendix B.Property environmentalrecords or permits, ThisThisenvironmental proposal dated assessment December 2013 and with therequirements of reasonably obtainableatthe time of thesitevisit,werereviewedand are American Society for Testing and Materials(ASTM)Standard E1527-05. included ubmi(submitted in Appendix and appropriate. tor)ac presented questionnaires t i Appendix Standard Practicefor Environmental SiteAssessments:Phase!Environmental D.The EDR to theUser and Owesultswere Owner/Operator)are d and are ppresentedfoD.The EDR Database Searchresultswere obtained and are gresented in Site Assessment Process and the standards forconductingall appropriate Appendix E. inquiries(AAI)set forth by theUnited States Environmental Protection Agency(USEPA)at Title 40 of the Codeof Federal Regulations(CFR)Part 312.1.3 LIMITINGANDSPECIAL CONDITIONS The assessment was conducted to evaluate and identify conditions 1.3.1 Limiting Conditions during theSite Visitindicativeofreleasesandthreatenedreleasesofhazardoussubstancesand petroleum products on,at,in,or tothe subjectproperty.ERM's Phase I Duringthe site visit the ground was covered by approximately a foot ofESAsoughttogatherinformationregarding:(1)currentand pastproperty snow. As a result,ERM was unable toinspect the ground conditions(e.g., users and occupancies;(2)current and past users ofhazardous substances staining)due to thesnow coverage. Inaddition,it was not possible toandpetroleumproducts;(3)waste management and disposal activities determine surface completions(i.e.,pervious orimpervious)at all thatcould havecaused a releaseorthreatened release ofhazardous locations. substances;(4)current and past corrective actions and response activities to addresspast and ongoing releasesof hazardous substances at the 1.3.2 SignificantAssumptions subjectproperty;(5)engineering controls atthe subject property;(6) institutional controlsatthe subjectproperty;and(7)propertiesadjoining No significant assumptions havebeen made. orlocated near the subject property that have environmental conditions thatcould have resulted in conditions indicativeof releases or threatened releases of hazardous substances to thesubject property. ERM 1 SOuTICE/si MAmILss1. NM 2 501.5TILIMONOW.1114M. 2.0 SITE SETTING 2.3 TOPOGRAPHY AND HYDROLOGY The subject property is located inSeward Alaska,which ties in the south- 2.I LOCATION centralportionof Alaska on the Kenai Peninsula region.Seward is located at the north end of Resurrection Bay.The subjectproperty ispart TheSSDoperations are conductedon Block 7 ofthe Seward Marine ofthe SMIC,which wasconstructed onthe northern portion of the Fourth Industrial Center(SMIC)located at Mile 7Nash Road,Seward,Alaska.ofJuly Creek alluvial fan withquarried and/or dredged material from The total operationsarea includesan approximately11-acre parcel on the Resurrection Bay.The SMIC is located at themouthofFourth of Julycreek SMIC uplands.SSD leases lots lA and3 of Block7.SSD has operations across Resurrection Bay from the main Seward townsite. outside theselease areas,including the transfer The property is located atan elevation of approximately 15 feet above The general location ofthe property and the physiographic features of the mean sealevel,and isgenerally flat around thebuildings and parking surrounding area are shown onFigure1,developed from the United areas.The overall topographic trend ofthe surrounding area isto the States Geological Survey75-minute quadrangle for Seward,Alaska,dated southwest towards Resurrection Bay.Mountains surrounding thesite 1995.Figure 2 provides a sitelayout,including leasehold boundaries. reach elevations of 2,000 feetwithinonemileof the coast.Theclosest surfacewater features to the subject property areCarlanna Creek, immediately northwest of the subjectproperty,and FourthofJulyCreek 2.2 NEIGHBORINGPROPERTIES locatedsouth ofthe subject property.The region isa temperaterainforest with approximately 68 inchesof precipitation peryear. Thesubject property leasehold is locatedin amarine industrial area across Resurrection Bay from theSeward,Alaska townsite.The abutting According to theEDR report(Appendix E),thesubjectproperty is not properties and nearby land use includes: identified withinthe100 or500-year floodplains.The EDRreport does North:City of Seward Washdown Pad(Block 7,Lot4); show the subject property is identified onthe national wetlandsinventory map as containingpotential wetland areas. East:Theeastern portion of Block 7,Lot4 isusedforstoring derelict boats.The city moves the boats to this locationwhenthey have been abandoned in the boatstorage area.Block6 isimmediately east of 2.4 GEOLOGYAND HYDROGEOLOGY Block 7 and only Lot 1 is currently leased by Global Towers for placement ofa cell tower; The area surrounding Resurrection Baywas covered byglaciers during the Pleistocene Epoch.Numerous glaciersarestill present eastof South:The southern portion of Block 7,Lot4is part of theactive boatyard andtwo boats were parked there at the time of the site visit. Resurrection Bay and the HardingIcefield lies afew miles west of the Block 8,south of Block 7 isun-leased,undeveloped land in the main Seward townsite. alluvial fanof Fourth ofJuly Creek;and Exposedbedrock iscomprised of alternating units of greywacke and West:A boatbasin and dock with a 250-ton MarineSynchroLift for phyllite which have experienced low-grade metamorphism.Local pullingvessels out of the water. surficial deposits arecomprised ofalluvial-fan and fan-delta deposits and includedrift,mudflows,and landslidedeposits nearthemouths of Based on ERM's observations,the closestresidencesare located smaller tributariesincluding Fourth ofJuly Creek. approximatelyone mile north of the subject property on Nash Road. No visual evidenceof environmental concernswas observed on immediately Geologic maps and sitedata indicatethe subject property isunderlain by surrounding properties.However,as noted above,the groundsurfacewas fill,fan-deltadeposits,and slightly metamorphosed sedimentarybedrock. covered withsnow during the visitand couldnotbe inspected. The steep underwater face ofthe alluvial fan at Fourth of July Creek reportedly suffered submarine landslidesduring the 1964earthquake. ow 3 souncEnaee,,,ecel. 128 en, 4 wLance/naaa/ ns e4 Spring Creek Correctional Center(northeastof the SMIC).Thewellis up- 3.6.3 Storm Water gradient ofthe subject property. Stormwaterfrom SSD is currentlypermitted under theUSEPA-issued 3.6.2 Wastewater National Pollutant DischargeElimination System(NPDES)permit number AKRO5CB23,issued April 21,2009.The ADEChas primacy over the Sanitary wastewater is discharged to the City of Seward municipal issuance ofNPDES permits(now called Alaska Pollutant Discharge wastewater treatmentsystem. Elimination System[APDES]permits)in Alaska. Mixed wastewater(from vessel washing)and stormwater from SSD is The average annual precipitation in Seward isapproximately 68 inches. currently discharged to the Transfer Pit and an associated French drain.Precipitation that falls on the upland subject property iscaptured by the Regulators,including theUSEPA,have identified the Frenchdrain as a Transfer Pit,runs off-site by sheet flow,orinfiltrates into theground potential Class5 Underground Injection Control(UIC)system.However, surface.The Transfer Pithas four sediment trapsthatcollect the water. thefacility hasnot yet registered the drainasaUICdevice. Stormwateris The outletsof the sediment trapslead to a Frenchdrain system.There are discussed belowin Section 3.6.3. nostorm wateroutfalls from theSSDlease area to ResurrectionBay. The management of otherwastewaterstreams from SSD,under both Water flowing over thework bays isnot treated. historical and current operating conditions,is discussed below. SSDreceived a notice of violation(NOV)regarding theirNPDES permit3.6.2.1 Washdown Waferfrom Work Bays onJune 28,2013 based onan April 10,2013 inspection.ERM does not have a copyof the inspectionreport or theNOV,but it reportedly requires SSD The currentUSEPA-issued NPDES permitauthorizes the discharge of to filemonitoring reports on a timely basis and use best management washdown water withouttreatment,butrequiresquarterly monitoring for practices.Until the issues in theNOVare resolved,SSD isin technical sheen in water from four sediment traps located in the Transfer pit. violation of its lease agreement with the City of Seward. 3.6.2.2 Ballast Water 3.7 AIR EMISSIONS The NPDESpermitdoes not authorize the discharge of ballast water.SSD contractsEmerald Alaska,Inc.tomanage the ballastwater fromclient ERM did not observe reportableairemission sources on the subject vessels. property.However,between December 2004andFebruary2007the ADEC received more than 20 complaints regardingfugitive dust.The ADEC file 3.6.2.3 Floodwater for thesite indicatesthat two Air Quality violations have been issued to SSD;oneon May 13,2005 and one on February 23,2007.ADECrequiredNofloodwatercomesintocontactwiththeSSD's working surfaces.Work SSD todevelop and implement BMPs for fugitiveemissions.SSD is only performed in the three workbayslocated inland from the subsequently developed aplan to control fugitive emissions;however,the SynchroLift dock. plan may be inadequate as fugitiveemissionshavecontinued tobe the subject of citizen complaints. 3.6.2.4 Bilge Water The NPDES permitdoesnotauthorizethe dischargeof ballast water,The 3.8 POLYCHLORINATED BIPHENYLS(PCBS) client contracts Emerald Alaska,Inc.to manage bilge water from client vessels. PCBresults from the2007 USEPA Site Inspection indicated thatAroclor- 1254 waspresent above background levels in thecovered bay and in the southern uncovered bay.One sample collected from thestockpile eau 9 scarce/ncaa,ArecLau e M 10 Kxsr.MnvalArxrtau exceeded ADEC cleanup level for PCBs of 1 milligram perkilogram 4.0 ASSESSMENT OFPAST LAND USE AND OPERATIONS mg/kg). 4.1 GENERAL INFORMATION 3.9 VISUAL INDICATIONS OF ON-SITEIMPACTS Based oninterviews with site personnel and a review of historical ERMdid notobserve indicationsofon-sitedumping,land disposal,or photographs and records,the subject property is operated by SSD under contamination duringthe siteinspection. Other than issues with spent anagreement with the owner,the City of Seward.Initial development sandblast grit describedpreviously,areview ofavailable records did not activities included dredging and filling to raise the site to thecurrent identify historical waste disposal on site. elevation.SSD moved to thefacility in 1988.The SSD facilityhas undergone several improvements since initial construction, Due to snow and ice cover,there were no observations regarding the absence or presence of soil staining.No oilstains were observed on the snow. 4.2 HISTORICALENVIRONMENTALREPORTS ERM wasprovidedwith several historical reports forthesubject property.3.10 ASBESTOS-CONTAINING MATERIALS(ALMS) A summaryof the reportsis presented below. Asbestos was banned in most friable buildingmaterials(spray-applied 7)SewardShip's DrydockSiteInspection,Seward,Alaska.Prepared by: surfacing materials and thermal system insulation)in 1978,butthe Ecology and Environment,Inc.(E&E)2007.Prepared for:theUSEPA. Occupational Safetyand Health Administration deemsspray-applied surfacing materials,thermal system insulation materials,and vinyl E&E performed a siteinspectionfor the USEPAin 2007. E&E collected flooringmaterialsas"presumed asbestos-containingmaterials(PACMs)"nineteen surface soil samples from suspected sourcesacross the subject if they arepresent in pre-1981 buildings(29CFR Parts 1910.1001 and property.Theresults indicatedthat: 1926.1101). Benzo(a)pyrene andDRO exceeded ADEC soil cleanup levels in the Historical recordsindicate that the buildings were constructed on orafter Transfer Pit and the Covered Bay; 1988.Asa result,PACMs arenotlikely to have beenused in building Only DROexceeded soilcleanup levels attheSolventStorage Area construction. and Maintenance Building;and According to Mr.Pruitt,small amounts of asbestos waste are generated Benzo(a)pyrene,Aroclor-1254,and DROexceeded cleanup levels in fromrepairsperformed onoldervessels.SSD contracts anenvironmental thespent sandblast gritstockpile. consultingfirm to abate,remove,and/or dispose of the asbestos material.The reportcompared the sample resultsto abackground soil sample collected approximately upgradient of the subject property,along FourthofJuly Creek. E&E also collected three sediment samples:two from the banksof Resurrection Bay and one from a north-south oriented ditch thatrunsmar' overland east ofthe site.The results for the ditch sample indicated that arsenic,chromium,and DRO were elevatedwith respect to a background sediment samplecollected approximately three miles away.The results from the two Resurrection Bay samples were comparable withrespect to the background sample. BOA 11 SOLVICe/mamn/ i29 exu 12 wLaxerwaxar.r•aas. Date Dascrfptlon 5.0 DATABASE AND GOVERNMENTRECORDS REVIEW 1950 Thearea around Fourth of July Creek is undeveloped. 1979 Thearea appears to stillbe undeveloped. 5.1 GOVERNMENTRECORDS REVIEW/INTERVIEWS 1985 Nosh Road has beenadded.TheSMIC has been filled inandthe ERMreviewed available information from the USEPA Envirofacts andSynchroLiftdockIsinplace.Theparcels donotappear to havebeen ECHO internet databases,the City ofSeward website,the ADEC website,°lanai yet. the Borough Assessor,and the Alaska Geographic Information System Internet sites. Information obtained fromthese sources is summarized in the appropriate sectionsof this report. 5.2 ENVIRONMENTAL DATABASE SEARCH ERM contracted EDR to conduct a database search for agency records. The EDR Database Search results,presentedin Appendix E,define and summarize the ASTM databases reviewed in theEDRreport and note if any sites(including the subject property)were identified in the specified radius.The locations of the sitesidentified in the EDR reportwere evaluated to determine which siteswere within the ASTM-specified search distance from the subject property boundary.Only those sites within the ASTM-specified distances are discussed below, It should be noted that thecomputerized geocoding technologyused in thedatabase search is based on available census data and is only accurate to 33•0 feet.The EDR report provides a list of unmapped sites for which inadequate location information was provided. ERM has reviewed the list of"unmapped"sites todetermine if these sites are within thestudy radius.If the"unmapped"sitesappeared likely to be within the search radius fora specific database,they are discussed in the sections that follow. Sites identified within the study radii were evaluated to determine if they are likely to have adversely impacted the subject property.The criteria used to evaluate the potential foradverse impact tothe subject property include: Distance from the subject property; Expected depth and direction of groundwater and surface water flow; Expected storm water flow direction;and The presence/absence of documented contaminant releases at the identified sites that havenotbeen remedied to the satisfaction of regulators. ew 17 ouncvanno,nirall rm 18 aarevme,noe+nau The identification ofa site as potentially upgradient or downgradient is Table 4 Suntntany ofFindingsfrom EDR Report based on the expected direction of groundwater flow to the west- southwest(towards Resurrection Bay).However,given the relatively flat Radius topological conditionsat the site and tidal fluctuations,groundwater flow Database Searched Sites directioncould be variable. miles) Found ERNS 0.25 The EDR search identified the following properties in the EDR Database Ahydraulic lireburst an a crane operated by PolarSeafood Search.The subject property and properties with the potential to SMIIC Lots 2and 2A,Black 9)releasing hydraulic oil tothedock adversely impact the subject property are discussed below. and Resurrection Bay 5.2.1 Subject Property The numberand typeof sites identified in Table 5 are consistent with the history and nature ofthe surrounding area.When evaluating the The subjectproperty address,Mile 7Nash Road,was listed in the CERC- potential adverse impacts of off-site properties,ERM considered their NFRAP and ERNS databases searched by EDR. position relative to the reported groundwater flow direction.The Polar Seafood site is cross-gradient of the subject property with respect to The CERC-NFRAP listing is for hazardouswaste sites that have been groundwater flow direction and assumed to not have a potential adverse removed from the inventory of CERCLIS(Comprehensive Environmental impact on the subjectproperty. Response,Compensation,and Liability Information System)and have been designated"No Further Remedial Action Planned."The USEPA has determined that the subject propertydoes notqualify for the National Priorities List based on existing information as of November 2007. The subject property is listed twice the EDR report in the Emergency Response NotificationSystem(ERNS)as discussed below: On August 19,2005 during the hauling of the 117-foot"Western Mariner"fishing vessel,2quartsof used oil was discharged into Resurrection Bay.Absorbentboom wasapplied to clean up the spill. The responsible company waslisted as Western Mariner LLC. On August 8,2005 an employee ofSSD spilled paint into Resurrection Bay.The volume of thespill was not reported and no cleanup was reported.Mr.Pruitt hasstated that work is only performed in the upland work bays. Mr.Pruitt has not yet responded to questions regarding thespill. Note that both spills occurred on the dock,which is not on the subject property lease. 5.2,2 Surrounding Properties Surrounding sites identified inEDR's review ofavailable databases are summarized inTable 4. ew 19 rwna,auauvaru mu 130 us 20 rama,aaam,.naVIA 8.0 CONCLUSIONS/RECOMMENDATIONS sheet,the facility was issued a Notice of Violation to SSD in February2007forfailingtofollowthedustcontrolplantheycommittedtoinspring2006.City ofSeward records indicate the facilitycontinued toEMconductedaPhaseIESAofthesubjectproperty. ERM's conclusions receive complaints aboutdustcontrol issue and received anotherandopinionsarebasedonascopeofworkthatfollowedtherequirementsNOVinApril2013. No information regarding the specific NOVsetforthinASTMStandardE1527-05 and 40 CFR312. A summary of issues or resolution was provided by ADEC orSSD.SSD has also notijERM's conclusions and opinions ispresented below.Based on the data prepared BMPs for wastewater discharges,stormwater discharges,obtained during the site visit,the environmental database review,and registered the French drain as a UIC device,or prepared a siteinterviewswithpersonsfamiliarwiththesiteanditshistory,the specific Spill Prevention Control and Countermeasure(SPCC)Plan,followingRECs were identified at the site: Vessel washwaterand site storm water are discharged to the Transfer DeMirrinris or Other Potential Issues Pit and French drain.The quality of discharges is evaluated visuallyaspartoftherequirementsofthefacilitystormwaterpermit.The While notRECs,ERM identified concerns that are summarized below and permit only requiresSSD to visually inspect the water in the Transfer are discussed in greater detail in the body of the report:Pit for evidence of an oily sheen.Washwater and storm watercomes The quality of the sediment in the boat basin has notbeen evaluated.into contact with areas ofmetals and chemical use and storage A recent$10million grantto the City ofSeward,for in-water andthroughoutthesite,includingfabrication,raw material storage, upland improvements to SMIC,includes funds for the dredging of5paintingactivities,non-hazardous waste storage,and used grit to 10 feet of material from the boat basin. SSD indicated it has notstorageareas.Therefore,it ispossible that organics and metals conducted any repair activities on or over water.including copper,zinc,lead,and chromium)and possibly tributyltin, from current or former SSD operations,may become entrained in SSD reportedlydisposed of approximately 189 cubic yards of spent storm water and be discharged to the subsurface.Organics and metals sandblast grit on a private off-site property in 2004. As the result ofinsurfacewaterand/or sediment could pose a risk to ecological public complaints,ADEC investigated the disposal activities and marine receptors, required SSD to excavate thematerial for disposal ina licensed landfill by 2005.Although wastewater is discharged to the unpaved ground surface and to a Frenchdrain,groundwater conditions were not evaluated bytheUSEPA,SSD,or Alaska Department of Environmental Conservation(ADEC)as part ofsite investigations conducted between 2007 and 2010.The investigations only addressed the conditionof shallow soil and/or intertidal sediment. In 2013,ADEC issueda"No Further Action"letter for conditions associated with shallow soil and sediment contamination identified at the site. Material Compliance issues ADECand the City ofSeward requireSSD to comply with BestManagementPracticesfortheirsiteactivities.In 2012,the CityindicatedthatSSDistechnicallyindefaultoftheLeaseasaresult of four unresolved Notices ofDefault issued by ADEC.The City administration recommended allowing the Lease to continue, withoutwaiving any rights of the City,with theunderstanding and expectation thatenvironmental compliance matters will be dealtwith and resolved between SSD and DEC. Based on a 2008 ADEC fact 25 SOLSTIC4/09001P/A1111.E. six 26 srKrimwrarAni Ix, 9,0 QUALIFICATIONS OFENVIRONMENTAL PROFESSIONALS 10.0 LIMITATIONS CONDUCTING THISASSESSMENT Theinnocent landowner,contiguous owner,and prospective purchaserMs.Lisa Nicholson of ERM's Anchorage,Alaska,office and Mr.Bob defenses to liability under the Comprehensive EnvironmentalCarsonofERM's Portland,Oregon,office conducted this assessment. Mr. Response,Compensation and Liability Act(CERCLA)requires that aErikIpsen,ofERM's Portland,Oregon,office,reviewed the contentsof person acquiring a property conductan AAI with respect to the subjectthisreport.The professional qualifications for Ms.Nicholson,Mr.Carson, property.ERM has conducted this ESA in accordance with the and Mr.Ipsen are included in Appendix F. standards forconducting an AAI set forth at 40 CFR 312.Those standards require the application ofscientific principles and The signaturesfor Ms.Nicholson,Mr.Carson,and Mr.Ipsen are affixed professional judgment to certain facts with resultant subjective on thecoverof thisreport. interpretations and exercise of discretion. Professional judgments expressed herein are based on the facts currently available within the We declarethat,to thebest of our professional knowledgeand belief,we limits of the existing data,and data gaps identifiedherein,scope of meetthe definition of Environmental Professional as defined in 40 CFR work,budget,and schedule.Those standards also require that the 312.10. client undertake certain additional inquiries. We have the specific qualifications based on education,training,and In addition,the liability defensesunder CERCLA require,among experience to assess aproperty ofthe nature,history,and setting of the severalother things,that theclient after the acquisition stop any subject property. We have developed and performed the AAI in continuing releases,prevent any future threatened releases and prevent conformance with the standards and practices set forth in 40 CFR 312. or limit human,environmental or naturalresource exposure toany hazardoussubstance released at the subject property.Therefore,ERM makes no warranties,express or implied,including,withoutlimitation, warranties asto merchantability or fitness for a particular purpose, including any warranty that this Phase I ESA will in fact qualify client for the innocent landowner,contiguous property ownerorprospective purchaser defense to liability under CERCLA. ERM's assessmentis limited strictly to identifying RECs associated with the subjectproperty. Results of thisassessment are based upon the visual site inspection of readily accessible areas ofthe subject property conducted by ERM personnel,information from interviews with knowledgeablepersons regarding the site,information reviewed regarding historical uses, information provided by contacted regulatory agencies,and review of publicly available and practically reviewable information identifying current and historical uses of the propertyand surroundingproperties. All conclusions and recommendations regarding the subject property represent the professional opinions ofthe ERM personnel involved with the project,and the results of this report should not be considered a legal interpretation ofexisting environmental regulations. ERM assumes no responsibility or liability for errors in thepublic data a..27 SOLST.,m,o®,araaroi. 131 28 aurxa ,ati%. Appendix A Nerd Site Photographs Photo.ra•h: 1 Transfer Pit lookingwest Photo.ra•h: 2 Covered work bay looking northwest 3 e ProjectSolstice/Seward Ship's Drydock J N 7 Mile Nash Road,Seward,Alaska ERM ERM Project Number 0230020 3 Li W1."`“1401,4''''' Coveredbay looking west. Photograph: 5 Spent sandblast grit stockpile,looking north-northeast fromwestern end of covered workbe. 4 ter,; Photograph' 4 Southern uncovered bay showingwork stations and snowcover,looking Liftdock,looking west across docktoward Resurrection Baeast. Photo.ra.h: 6 g y. ProjectSolsticel Seward Ship's Drydock ProJectSolstice/Seward Ship's Drydock 7 Mile Nash Road,Seward,Alaska 7 Mile Nash Road,Seward,Alaska ERM ERM Project Number0230020 132 ERM ERM ProjectNumber 0230020 2r— as_ i I rf ..Appendix BINre HLeEL 1 t`` Aerial Photographs, Topographic i%,I II• Maps,City Directories Search Results,and Sanborn Fire r Insurance Maps dab Photograph: 7 Aboveground storage tanks of diesel and gasoline.looking east Lined containmentcanbe seen a.ainst builddiin•walls IIIi 4i , J i 41 -• Photograph: 8 Used oil burner andtank in Machine Shop,located atsouthwest corner of l buildin• ProJectSolsticer Seward Ship's Drydock 7 Mlle Nash Road,Seward,Alaska ERM ERM Project Number 0230020 3317 Certified Sanborn®Map Report 12119113 Site Name: ClientName: Project Solstice Project Solstice ERMWest Mile 7 Nash Road Mile 7 Nash Road 1001 SW5th Avenue J@J Seward,AK99664 Portland,OR 97204 Seward,AK 99664 EDR Inquiry 9 3814690.3 Contact: Bob Carson The complete Sanborn Library collection has been searched by EDR,and fire insurance maps covering the target Inquiry Number:3814690.3 property location provided by ERM West were Identifiedfor theyearslisted below.The certified Sanborn Librarysearch results in this report can be authenticated by visiting www.edmet.com/sanborn and entering the certification number December19,2013 Only Environmental Data Resources Inc(EDR)is authorized to grantrights for commercial reproduction of maps by Sanbom LibraryLLC,thecopyrightholderforthe collection. CertifiedSanbom Results:A' ,`-• Site Name: Project Solstice Address: Mile 7 Nash Road City,State,Zip: Seward,AK99664 Cross Street: P.O.# Pending Project: Project Solstice aem.•r.•.i.r..a•..e. Certification 0 77BC-4E94-AC55 r'ew°eIRKsewif. The Sanbom Library includes more flan t2 minion UNMAPPED PROPERTY Sanbom fire insurance maps,which tack hetonoal This report certifies that the complete holdings of the Sanborn property usage in approximately 12,000 Americantalesandtowns.C011ecnons aearcnea: Library, LLC collection have been searched based on clientCertifiedSanborn® Map Report supplied target property information, and fire insurance maps brary ofCongresscoveringthetargetpropertywerenotfound.VUniversity Publications of America VEDR PrivateCollection Frosw°mternyuc s wFee, Limited Permission ToMake Copies ERM West(the client)is permitted to make up to THREE photocopiesofthis Sanbom Maptransmittalandeach fireinsurance map accompanyingMISreportsolelyfortheIimieduseofitscustomer.Na oneother than the client is authorizedto make copies Upon request made directlytoan EDR Account Executive,the client may be permitted to make a limited number ofadditional photocopies.This permission isconditioned upon compliance by theclient,itscustomerand their agentswithEDR'scopyright policy.acopy ofwhichis availableupon request Disclaimer-Copyrightand Trademarknotice This Reportwearscertainmfam•aon°blamed Fromavarietyorpublicanyone,eour.sreasoned wee..Erneonmenial DeterReaoices,IncrnpludedfromthisReportthattwangsinformationforthatargeta.surrdu.ngp°perbesdoesnotexilefrom alesources NOWARRANTYIDCPRESSEO R IMPLIED,IS MADE WHATSOEVER IN CONNECTION WNH THIS REPORT ENVIRONMENTAL DATA RESOURCES,INC SPECIFICALLY DISCLAIMS THE MANING RANYSUCH WARRANTIES,INCLUDINGWITHOUTLIMITATION,MERCHANTABILITYR FITNESS FOR APARTICULAR USER PURPOSE ALLRISEISASSUMEDBYTHEUSERIN50EVENTSHALLENVIRONMENTALDATARESOURCES.INC BE LIABLETOANYONE,WHETHER ARISINGOUT OF ERRORS R OMISSIONS,NEGLIGENCE,ACCIDENT R ANY OTHER CAUSE,FR ANY LOSS OFDAMAGE,INCLUDING,WITHOUTLIMITATION,SPECIAL, NCIDENTAL CONSEQUENTIAL,REXEMPURY DAMAGES ANYLIABILITY ONTHEPARTOFENVIRONMENTAL DATARESOURCES,INC IS STRICTLY LIMITEPTO AREFUNDOF THE AMOUNT PAIDFORTHIS REPORT Purchaseracceplya s Report"AS IS"AM analyses.estimates,ratings.emirmmenal riskuveisorriskcodes any facts wiled inFMS Reportare roe our...aonly,a rotIeaHed toproy.e,w .I0 t Assessmentbeeeryrued as d St anregarding, prediction or forecast ofanydenvironmental risk for any property Only e i Environmental Ste Assessment spy.sT w anpolesawnxlcanprovideInformationreyarding.the environmental riskforanyproperly Additionally,theinformation provided IninnReport Isridtotewristedeslegalerica benDM lot,by Environmernai Data Resources.WIC All note reserved Reproduction In arty nays or format in wnole or In pan,orany report a reap a 440 Wheelers Farms Road DaleResources,Inc aprofenterpermission E/e Manse,CT06461 ERand stcoveIndianaSanbornareSanbomMap)aretrademarksaEnvironnenalData Resources,Inc.orasamuse.O$ahar kademars used hereinare s/al Fnwronmental Data Resour es Inc e00.352.0050 t epropertyoftheirrespe0veowners wYre,eamereons IL.' 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