HomeMy WebLinkAboutAG-S-066 Northwest Aquatic Eco- Systems .3 .�� ,5
CITY OF AUBURN
AGREEMENT FOR SERVICES
AG-S-066
THIS AGREEMENT made and entered into on this �d y of ,
2013, by and between the City of Auburn, a municipal corporation of t e State of
Washington, hereinafter referred to as "City" and Northwest Aquatic Eco-Systems,
Inc., 855 Trosper Road SW, #108-313, Tumwater, WA 98512, hereinafter referred to as
the "Provider."
WITNESSETH :
WHEREAS, the City is in need of the services of individuals, employees or firms
for pesticide application work; and,
WHEREAS, the City desires to retain the Provider to provide said services in
connection with the City's work; and,
WHEREAS, the Provider is qualified and able to provide services in connection
with the City's needs for the above-described work, and is willing and agreeable to
provide such services upon the terms and conditions herein contained.
NOW, THEREFORE, the parties hereto agree as follows:
1. Scope of Services
The Provider agrees to perform in a good and professional manner the tasks
described on Exhibit "A" which is attached hereto and by this reference made a
part of this Agreement. (The tasks described on Exhibit "A" shall be individually
referred to as a "task," and collectively referred to as the "services.") The Provider
shall perform the services as an independent contractor and shall not be deemed,
by virtue of this Agreement and the performance thereof, to have entered into any
partnership, joint venture, employment or other relationship with the City.
2. Additional Services
In the event additional services with respect to related work are required beyond
those specified in the Scope of Work, and not included in the compensation listed
in this Agreement, a contract amendment shall be set forth in writing and shall be
executed by the respective parties prior to the Provider's performance of the
services there under, except as may be provided to the contrary in Section 3 of this
Agreement. Upon proper completion and execution of an Amendment (agreement
for additional services), such Amendment shall be incorporated into this
Agreement and shall have the same force and effect as if the terms of such
Amendment were a part of this Agreement as originally executed. The
performance of services pursuant to an Amendment shall be subject to the terms
and conditions of this Agreement except where the Amendment provides to the
contrary, in which case the terms and conditions of any such Amendment shall
AG-S-066
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control. In all other respects, any Amendment shall supplement and be construed
in accordance with the terms and conditions of this Agreement.
3. Performance of Additional Services Prior to Execution of an Amendment
The parties hereby agree that situations may arise in which services other than
those described on Exhibit "A" are desired by the City and the time period for the
completion of such services makes the execution of Amendment impractical prior
to the commencement of the Provider's performance of the requested services.
The Provider hereby agrees that it shall perform such services upon the written
request of an authorized representative of the City pending execution of an
Amendment, at a rate of compensation to be agreed to in connection therewith.
The invoice procedure for any such additional services shall be as described in
Section 7 of this Agreement.
4. Provider's Representations
The Provider hereby represents and warrants that the Provider has all necessary
licenses and certifications to perform the services provided for herein, and is
qualified to perform such services.
5. City's Responsibilities
The City shall do the following in a timely manner so as not to delay the services of
the Provider:
a. Designate in writing a person to act as the City's representative with respect to
the services. The City's designee shall have complete authority to transmit
instructions, receive information, interpret and define the City's policies and
decisions with respect to the services.
b. Furnish the Provider with all information, criteria, objectives, schedules and
standards for the project and the services provided for herein.
c. Arrange for access to the property or facilities as required for the Provider to
perform the services provided for herein.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches, and
other documents prepared by the Provider and render decisions regarding such
documents in a timely manner to prevent delay of the services.
6. Acceptable Standards
The Provider shall be responsible to provide, in connection with the services
contemplated in this Agreement, work products and services of a quality and
professional standard acceptable to the City.
7. Compensation
As compensation for the Provider's performance of the services provided for
herein, the City shall pay the Provider the fees and costs specified on Exhibit "B"
which is attached hereto and by this reference made a part of this Agreement (or
as specified in an Amendment). The Provider shall submit to the City an invoice or
statement of time spent on tasks included in the scope of work provided herein,
and the City upon acceptance of the invoice or statement shall process the invoice
or statement in the next billing/claim cycle following receipt of the invoice or
statement, and shall remit payment to the Provider thereafter in the normal course,
AG-S-066
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subject to any conditions or provisions in this Agreement or Amendment. The
Agreement number must appear on all invoices or statements submitted. The not-
to-exceed amount for this agreement is $30,000.00.
8. Time for Performance and Term of Agreement
The Provider shall not begin any work under this Agreement until authorized in
writing by the City. The Provider shall perform the services provided for herein in
accordance with the direction and scheduling provided on Exhibit "A" attached
hereto and incorporated herein by this reference, unless otherwise agreed to in
writing by the parties. All work under this Agreement shall be completed by
December 31, 2013.
9. Ownership and Use of Documents
All documents, reports, memoranda, diagrams, sketches, plans, surveys, design
calculations, working drawings and any other materials created or otherwise
prepared by the Provider as part of his performance of this Agreement (the "Work
Products") shall be owned by and become the property of the City, and may be
used by the City for any purpose beneficial to the City.
10. Records Inspection and Audit
All compensation payments shall be subject to the adjustments for any amounts
found upon audit or otherwise to have been improperly invoiced, and all records
and books of accounts pertaining to any work performed under this Agreement
shall be subject to inspection and audit by the City for a period of up to three (3)
years from the final payment for work performed under this Agreement.
11. Continuation of Performance
In the event that any dispute or conflict arises between the parties while this
Contract is in effect, the Provider agrees that, notwithstanding such dispute or
conflict, the Provider shall continue to make a good faith effort to cooperate and
continue work toward successful completion of assigned duties and
responsibilities.
12. Administration of Agreement
This Agreement shall be administered by VU ) C_A)ncr , on behalf of
the Provider, and by the Mayor of the City, or designee, n`b half of the City. Any
written notices required by the terms of this Agreement shall be served on or
mailed to the following addresses:
City of Auburn Northwest Aquatic Eco-Systems, Inc.
Leah Dunsdon Doug Dorling
Project Engineer 855 Trosper Road SW
Public Works Department #108-313
25 W Main St Tumwater, WA 98512
Auburn, WA 98001-4998 Phone: 360-357-3285
Phone: 253-931-4013 E-mail: pondweeds @comcast.net
E-mail: Idunsdon @auburnwa.gov
AG-S-066
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13. Notices
All notices or communications permitted or required to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if
delivered in person or deposited in the United States mail, postage prepaid, for
mailing by certified mail, return receipt requested, and addressed, if to a party of
this Agreement, to the address for the party set forth above.
Either party may change his, her or its address by giving notice in writing, stating
his, her or its new address, to the other party, pursuant to the procedure set forth
above.
14. Insurance
The Provider shall procure and maintain for the duration of this Agreement,
insurance against claims for injuries to persons or damage to property which may
arise from or in connection with the performance of the work hereunder by the
Provider, or the Provider's agents, representatives, employees, or subcontractors.
Provider's maintenance of insurance as required by the Agreement shall not be
construed to limit the liability of the Provider to the coverage provided by such
insurance, or otherwise limit the City's recourse to any remedy available at law or
in equity.
The Service Provider shall obtain insurance of the types described below:
a. Automobile Liability insurance, covering all owned, non-owned, hired and
leased vehicles. Coverage shall be written on Insurance Services Office (ISO)
form CA 00 01 or a substitute form providing equivalent liability coverage. If
necessary, the policy shall be endorsed to provide contractual liability
coverage. Provider shall maintain automobile insurance with minimum
combined single limit for bodily injury and property damage of$1,000,000 per
accident.
b. Commercial General Liability insurance shall be written on ISO occurrence form
CG 00 01 and shall cover liability arising from premises, operations,
independent contractors, products-completed operations, stop gap liability,
personal injury and advertising injury, and liability assumed under an insured
contract. The Commercial General Liability insurance shall be endorsed to
provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85.
There shall be no endorsement or modification of the Commercial General
Liability insurance for liability arising from explosion, collapse or underground
property damage. The City shall be named as an insured under the
Contractor's Commercial General Liability insurance policy with respect to the
work performed for the City using ISO Additional Insured endorsement
CG 20 10 10 01 and Additional Insured-Completed Operations endorsement
CG 20 37 10 01 or substitute endorsements providing equivalent coverage.
Commercial General Liability insurance shall be written with limits no less than
AG-S-066
Page 4 of 10
$1,000,000 each occurrence, $2,000,000 general aggregate, and a $2,000,000
products-completed operations aggregate limit.
c. Worker's Compensation coverage as required by the Industrial Insurance laws
of the State of Washington.
The insurance policies are to contain, or be endorsed to contain, the following
provisions for Automobile Liability and Commercial General Liability insurance:
a. The Provider's insurance coverage shall be primary insurance as respects the
City. Any insurance, self-insurance, or insurance pool coverage maintained by
the City shall be excess of the Provider's insurance and shall not contribute
with it.
b. The Provider's insurance shall be endorsed to state that coverage shall not be
cancelled by either party, except after 30 days prior written notice by certified
mail, return receipt requested, has been given to the City.
Insurance is to be placed with an authorized insurer in Washington State. The
insurer must have a current A.M. Best rating of not less than A:VII.
Provider shall furnish the City with certificates of insurance and a copy of the
amendatory endorsements, including but not necessarily limited to the additional
insured endorsement, evidencing the insurance requirements of the Provider
before commencement,of the work. The City reserves the right to require that
complete, certified copies of all required insurance policies be submitted to the City
at any time. The City will pay no progress payments under Section 7 until the
Provider has fully complied with this section.
15. Indemnification/Hold Harmless
The Provider shall defend, indemnify and hold the City and its officers, officials,
employees, and volunteers harmless from any and all claims, injuries, damages,
losses, or suits including attorney fees, arising out of or in connection with the
performance of this Agreement, except for injuries and damages caused by the
sole negligence of the City.
Should a court of competent jurisdiction determine that this Agreement is subject to
RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury
to persons or damages to property caused by or resulting from the concurrent
negligence of the Provider and the City, its officers, officials, employees, and
volunteers, the Provider's liability hereunder shall be only to the extent of the
Provider's negligence. It is further specifically and expressly understood that the
indemnification provided herein constitutes the Provider's waiver of immunity under
Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification.
This waiver has been mutually negotiated by the parties. The provisions of this
section shall survive the expiration or termination of this Agreement.
AG-S-066
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16. Assignment
Neither party to this Agreement shall assign any right or obligation hereunder in
whole or in part, without the prior written consent of the other party hereto. No
assignment or transfer of any interest under this Agreement shall be deemed to
release the assignor from any liability or obligation under this Agreement, or to
cause any such liability or obligation to be reduced to a secondary liability or
obligation.
17. Nondiscrimination
The Provider may not discriminate regarding any services or activities to which this
Agreement may apply directly or through contractual, hiring, or other arrangements
on the grounds of race, color, creed, religion, national origin, sex, age, or where
there is the presence of any sensory, mental or physical handicap.
18. Amendment, Modification or Waiver
No amendment, modification or waiver of any condition, provision or term of this
Agreement shall be valid or of any effect unless made in writing, signed by the
party or parties to be bound, or such party's or parties' duly authorized
representative(s) and specifying with particularity the nature and extent of such
amendment, modification or waiver. Any waiver by any party of any default of the
other party shall not affect or impair any right arising from any subsequent default.
Nothing herein shall limit the remedies or rights of the parties hereto under and
pursuant to this Agreement.
19. Termination and Suspension
Either party may terminate this Agreement upon written notice to the other party if
the other party fails substantially to perform in accordance with the terms of this
Agreement through no fault of the party terminating the Agreement.
The City may terminate this Agreement upon not less than seven (7) days written
notice to the Provider if the services provided for herein are no longer needed from
the Provider.
If this Agreement is terminated through no fault of the Provider, the Provider shall
be compensated for services performed prior to termination in accordance with the
rate of compensation provided in Exhibit "B" hereof.
20. Parties in Interest
This Agreement shall be binding upon, and the benefits and obligations provided
for herein shall inure to and bind, the parties hereto and their respective
successors and assigns, provided that this section shall not be deemed to permit
any transfer or assignment otherwise prohibited by this Agreement. This
Agreement is for the exclusive benefit of the parties hereto and it does not create a
contractual relationship with or exist for the benefit of any third party, including
contractors, sub-contractors and their sureties.
AG-S-066
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21. Costs to Prevailing Party
In the event of such litigation or other legal action, to enforce any rights,
responsibilities or obligations under this Agreement, the prevailing parties shall be
entitled to receive its reasonable costs and attorney's fees.
22. Applicable Law
This Agreement and the rights of the parties hereunder shall be governed by and
interpreted in accordance with the laws of the State of Washington and venue for
any action hereunder shall be in of the county in Washington State in which the
property or project is located, and if not site specific, then in King County,
Washington; provided, however, that it is agreed and understood that any
applicable statute of limitation shall commence no later than the substantial
completion by the Provider of the services.
23. Captions, Headings and Titles
All captions, headings or titles in the paragraphs or sections of this Agreement are
inserted for convenience of reference only and shall not constitute a part of this
Agreement or act as a limitation of the scope of the particular paragraph or
sections to which they apply. As used herein, where appropriate, the singular shall
include the plural and vice versa and masculine, feminine and neuter expressions
shall be interchangeable. Interpretation or construction of this Agreement shall not
be affected by any determination as to who is the drafter of this Agreement, this
Agreement having been drafted by mutual agreement of the parties.
24. Severable Provisions
Each provision of this Agreement is intended to be severable. If any provision
hereof is illegal or invalid for any reason whatsoever, such illegality or invalidity
shall not affect the validity of the remainder of this Agreement.
25. Entire Agreement
This Agreement contains the entire understanding of the parties hereto in respect
to the transactions contemplated hereby and supersedes all prior agreements and
understandings between the parties with respect to such subject matter.
26. Counterparts
This Agreement may be executed in multiple counterparts, each of which shall be
one and the same Agreement and shall become effective when one or more
counterparts have been signed by each of the parties and delivered to the other
party.
AG-S-066
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed effective the day and year first set forth above.
CITY RN NORTHWEST AQUATIC
ECO-SYST NC.
Peter B. Le ' , ayor Signature tt
Name: �Cp tik °`�
Attest: Title: �r •�^
I
Danielle Daskam City Clerk Signature
Name:
Appro ed as to form: Title:
Federal Tax ID No:
niel B. H , ity Attorney",,---
AG-S-066
Page 8 of 10
CITY OF AUBURN
AGREEMENT FOR SERVICES
AG-S-066
EXHIBIT A
SERVICES
The purpose of this Agreement is to contract with the Provider to provide noxious weed
control at various locations in the City.
The Provider shall:
• Apply for, obtain, and provide the City with a copy of NPDES permits for the
pesticide applications as required by the Department of Ecology;
• Apply noxious weed control to the sites listed by tasks below, including an initial
application, a 2 to 3 week post application, and a fall application;
• Complete, submit to the Washington State Department of Agriculture (WSDA),
and provide the City with a copy of the Pesticide Application Record for each
pesticide application;
• Coordinate with the City regarding the pesticide application schedule;
• Coordinate with the City and City's consultants regarding scope of work at each
site; and
• Provide written confirmation of each pesticide application to the City within 7
days after each application.
The City shall:
• Allow the Provider to refill water gallon jugs at the City's Maintenance and
Operations Facility located at 1305 C St SW, Auburn, WA 98002.
Tasks
• Task# 1: A Street Extension Wetland Mitigation Site —Access from Clay St—
Approximately 22 acres
• Task # 2: Frontage Rd Wetland Mitigation Site —Access from 44th St NW/
Frontage Rd — Approximately 0.4-acre
• Task# 3: Mohawk Plastics Wetland Mitigation Site — Access from West Valley
Highway, between SR 18 and 15th St SE — Approximately 3.6 acres
• Task #4: Goedecke North Wetland Mitigation Site —Access from West Valley
Highway, between West Main St and SR 18 —Appproximately 44 14-
foot diameter planting plots
• Task # 5: Auburn Environmental Park (AEP) —Access from Western Ave NW —
Approximately 1-acre
• Task # 6: Other sites - As requested by the City - Requires written authorization
from the City for additional site(s).
AG-S-066
Page 9 of 10
r
CITY OF AUBURN
AGREEMENT FOR SERVICES
AG-S-066
EXHIBIT B
FEE SCHEDULE
Charges: Charges for employees are determined by the hourly rates listed below.
Charges for reimbursable expenses are specified below.
Labor Rates
Labor Category Hourly Rate
Licensed Applicator $80.00 / hour
Technician $60.00 / hour
Expense Rates
Expense Category Billing Rate
Permit Fee $175 / site
Glyphosate $73.00 / gallon
Triclop r $165.00 / gallon
Adjuvant $26.00 / gallon
Marker Dye $97.00 / gallon
Backpack $75.00 / day
Vehicle $200.00 /day
Total budget: $30,000.00
Task# 1: A Street Extension Wetland Mitigation Site $11,900.00
Task# 2: Frontage Rd Wetland Mitigation Site $ 1,400.00
Task# 3: Mohawk Plastics Wetland Mitigation Site $ 3,200.00
Task #4: Goedecke North Wetland Mitigation Site $ 5,700.00
Task # 5: Auburn Environmental Park (AEP) $ 6,100.00
Task# 6: Other sites* $ 1,700.00
*Requires written authorization from the City for additional site(s).
AG-S-066
Page 10 of 10
I
CITY or
A]o� ��T Peter B. Lewis, Mayor
WASHINGTON A '�1 25 West Main Street * Auburn WA 98001-4998 * www.auburnwa.gov * 253-931.3000
i
April 12, 2013
Douglas Darling
Northwest Aquatic Eco-Systems
855 Trosper Road SW, #108-313
Tumwater, WA 98512
RE. Agreement No. AG-S-066
j Spraying of Invasives in Wetland Mitigation Sites
Contract Execution and Notice to Proceed
Dear Mr Dorling:
Enclosed please find an executed copy of the above-referenced Agreement. This letter
serves as your Notice to Proceed. The work authorized under this agreement shall not
exceed $30,000.00 and has a completion date of December 31, 2013.
For the City's tracking and record keeping purposes, please reference AG-S-066 on all
correspondence and related material.
As the project manager, I am the designated contact for this agreement and all
amendments. Questions, assignments and coordination shall be routed through me.
You can contact me at 253-931-4013.
Sincerely,
I
Leah Dunsdon, P.E.
Project Engineer
Public Works Department
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Enclosure
cc: Dani Daskam, City Clerk (copy letter only)
AG-S-066
i
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j \\auburnl2\building\ServiceAgreements\AG-S-066 NW Aquatic Eco-Wetland Invasive Spraying\AG-S-066
NTP.DOC
AUBURN 4 MORI: THAN YOU IMAGINI D
Q iq 'CA
CITY Or
AD-Bu �T Peter B. Lewis, Mayor
GT
WASHINGTON'v 25 West Main Street * Auburn WA 98001-4998 * www.ouburnwo.gov * 253-931-3000
July 10, 2013
Douglas Dorling
Northwest Aquatic Eco-Systems
855 Trosper Road SW, #108-313
Tumwater, WA 98512
RE. Amendment No 1 to Agreement for Professional Services, AG-S-066
Spraying of Invasives in Wetland Mitigation Sites
Amendment Execution
Dear Mr Dorling:
Enclosed please find an executed copy of the above-referenced Amendment No. 1 This
amendment provides additional compensation in the amount of$34,200 00 for a total
agreement amount of $64,200 00
For the City's tracking and record keeping purposes, please reference AG-S-066 on all
correspondence and related material. Our records indicate that your Insurance, as
required in Section 14 of the original agreement, expired on June 2, 2013. Please mail
the required certificate(s) of insurance to, Amanda DeSilver, Contracts Administration
Specialist, Auburn Public Works Department, at the address noted at the top of this
letterhead.
As the project manager, I am the designated contact for this agreement and all
amendments. Questions, assignments and coordination shall be routed through me.
You can contact me at 253-804-5032.
Sincerely,
-Larson
Assistant Project Engineer
Department of Public Works
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Enclosure
cc: Dani Daskam, City Clerk
AG-S-066
AUBURN * NIOlU THAN YOU IMAGIN6l-)
AMENDMENT#1 TO AGREEMENT NO. AG-S-066 BETWEEN
THE CITY OF AUBURN AND NORTHWEST AQUATIC ECO-SYSTEMS
RELATING TO Spraying of Invasives in Wetland Mitigation Sites
THIS AMENDMENT is made and entered into this J�day of __ ____ 2013, by and
between the CITY OF AUBURN, a municipal corporation of the! tate ashi gton (hereinafter referred
to as the "CITY"), and Northwest Aquatic Eco-Systems(hereinafter re rred to as the"CONSULTANT'),
as an Amendment to the Agreement between the parties for AG-S-066 executed on the 11th day of April,
2013.
The changes to the agreement are described as follows:
1 CONTRACT TERM: There is no change to the date of termination.
2. SCOPE OF WORK. There is no change in the scope of work.
3. COMPENSATION: The amount of this amendment is$34,200.00. The total contract amount is
increased to $64,200.00 as follows:
Added Amount Total Amount
Task# 1 A Street Extension Wetland Mitigation Site $26,000.00 $37,900.00
Task#2: Frontage Rd Wetland Mitigation Site ------- $ 1,400.00
Task#3: Mohawk Plastics Wetland Mitigation Site ------- $ 3,200.00
Task#4 Goedecke North Wetland Mitigation Site ------- $ 5,700.00
Task#5. Auburn Environmental Park (AEP) $ 8,200.00 $14,300.00
Task#6. Other sites* ------- $ 1,700.00
Total $34,200.00 $64,200.00
*Requires written authorization from the City for additional site(s).
REMAINING TERMS UNCHANGED: That all other provisions of the Agreement between the parties
for AG-S-066 executed on the 11th day of April, 2013 shall remain unchanged, and in full force and
effect.
IN WITNESS WHEREOF the parties hereto have exec a is t as of the day and year
first above written.
RTHWE CO-SYSTEMS TY
By
Author zed signature Pete B. Le is, M or
ATTEST(Optional): ATTTEES�T, a
Its: Danielle E. Daskam, Auburn City Clerk
Approved as to form (Optional): aAppro-----------------Attorney for(Other Party) e urn Cit At torney
Amendment No. 1 for Agreement No. AG-S-066
Northwest Aquatic Eco-Systems
Page 1 of 1
JUSJBIJIRN CITY OF * * Nancy Backus,Mayor
WAS H I NGTON 25 West Main Street *Auburn WA 98001-4998 * www.auburnwa.gov * 253-931-3000
January 6, 2014
Douglas Dorling
Northwest Aquatic Eco-Systems .
855 Trosper Road SW, #108-313
Tumwater, WA 98512
RE: Agreement for Professional Services, AG-S-066
Spraying of Invasives in Wetland Mitigation Sites
Dear Mr. Dorling:
This letter is to inform you that the above-referenced Agreement for Professional
Services is being closed at this time. Our records indicate that we processed the final
payment for this agreement on December 16, 2013 for invoice #1004-193 in the
amount of$12,078.55. If you feel that this Agreement for Professional Services should
not be closed, or if there are any outstanding invoices, please inform me by January 10,
2014.
Thank you for your firm's professional wetland spraying services. If you should have
any questions, feel free to give me a call at 253.804.5032.
Sincerely,
Matthew arson, P.E.
Project Engineer
Public Works Department
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cc: City Clerk
AG-S-066
•
AUBURN * MORE THAN YOU IMAGINED
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