McClure and Sons Inc. 3/1/2017 Change Order 1

2. Port Approval of Design. After receiving all Port comments,the City will submit its proposed final plans and specifications (and final form of approvals and easements)to the Port for approval, which approval will not be unreasonably withheld. The proposed final plans and specifications (and final form of approvals and easements) shall be accompanied by a prominent notice specifying"Commencement of Port's 30 Day Plans/Specifications Approval - PSO 6 Design Review Period" and shall be delivered to the attention of the Port's Notice Contact specified in Section 3.I. below. Plans and specifications delivered without the required notice or to someone other than the designated recipient shall not constitute proper delivery. The Port must either approve or disapprove in writing the City's proposed final plans and specifications within 30 days after they are delivered to the Port (the "PSO 6 Design Review Period"). If the Port does not provide the approval or disapproval to the City within the PSO 6 Design Review Period,the plans and specifications and approvals and easements are deemed approved. For the purposes of this Agreement,the term"PSO 6 Approved Plans and Specifications"refers to final plans and specifications that are approved under this Section 1.A.2, which includes final plans and specifications for Port Additional Work, if any. For the purposes of this Agreement, the term "PSO 6 Work" refers to all excavation, construction, materials, and other activities and items necessary to complete all improvements in accordance with the PSO 6 Approved Plans and Specifications,including without limitation Port Additional Work, if any. 3. Design Review Off-Ramp. If either Party determines during the PSO 6 Design Review Period, in the exercise of its reasonable discretion, that the construction of the PSO 6 work is not in its best interests or is not economical or technically feasible, then such Party may terminate Section 1 of this Agreement by delivery of written termination notice to the other Party no later than the end of the Design Review Period. In the event of such termination, the terminating Party will pay all costs incurred under Section 1 of this Agreement up to the date of termination. B. Permitting. 1. City to Obtain Permits. The City will apply for and obtain any necessary permits to allow for construction of the PSO 6 Work. The Port shall reasonably cooperate with the City in obtaining such permits. 2. Construction Easements. The Port will grant the City and the City's contractors any temporary construction easements or licenses necessary for the construction of the PSO 6 Work. The City will work with the Port to identify the contractor work areas, including lay down areas in an effort to minimize disruption of ongoing marine terminal operations. C. Procurement. 1. Construction Contract. After approval of the PSO 6 Approved Plans and Specifications and the receipt of all necessary permits for the PSO 6 Work, the City will call for bids and execute a construction contract for the PSO 6 Work in accordance with the City's usual procurement processes and the City's standard form construction contracts, with the Port added as an additional insured on the contractor's required liability insurance policies. If there is Port Additional Work, the City may bid the Port Additional Work as a separate bid schedule or bid 2 SOM103221\0081\00762427.V 1