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HomeMy WebLinkAboutTPI Utility Construction, LLC/$912,990/Ditch Road Water Main Extension Project Agreement; NOTARIZEDDocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E8256 AGREEMENT BETWEEN OWNER AND CONTRACTOR (ByJ-ObVED II By on erterMer of 10:48 am, May 25, 2022 This Agreement is by and between the City of Carmel through its Board of Public Works and Safety (hereinafter called OWNER) and TPI Utility Construction, LLC (hereinafter called CONTRACTOR). OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: ARTICLE 1. WORK CONTRACTOR shall complete all work as specified or indicated in the Contract Documents. The work is generally described as follows: Ditch Road Water Main Extension Project City of Carmel, Indiana ARTICLE 2. ENGINEER The Project has been developed for the OWNER by United Consulting, who is hereinafter called ENGINEER and who is to act as OWNER's representative, assume all duties and responsibilities and have the rights and authority assigned to the ENGINEER in the Contract Documents in connection with completion of the work in accordance with the Contract Documents. ARTICLE 3. CONTRACT TIME 3.1. All work will be substantially completed within 180 calendar days from the date when the Contract Time commences to run as provided in article 2.03 of the General Conditions, and fully completed and ready for final payment in accordance with article 14.07 of the General Conditions within 210 calendar days from the date when the Contract Time commences to run. 3.2. Liquidated Damages. OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the work is not completed within the times specified in paragraph 3.1 above, plus any extensions thereof allowed in accordance with article 12 of the General Conditions. They also recognize the delays, expense and difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by OWNER if the work is not completed on time. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER One Thousand and 00/100 dollars ($1,000.00) for each calendar day that expires after the time specified in paragraph 3.1 for Substantial Completion until the Work is substantially complete. After Substantial Completion if CONTRACTOR shall neglect, refuse or fail to complete the remaining Work within the Contract Time or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER One Thousand and 00/100 dollars 00500-1 Project Agreement DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-566F285E825B ($1,000.00) for each calendar day that expires after the time specified in paragraph 3.1 for completion and readiness for final payment. ARTICLE 4. CONTRACT PRICE 4.1. OWNER shall pay CONTRACTOR for completion of the Work in accordance with the Contract Documents the sum of: $ 912,990.00 CONTRACTOR's Bid is attached as an exhibit and made a part of this Agreement. ARTICLE 5. PAYMENT PROCEDURES CONTRACTOR shall submit Applications for Payment in accordance with article 14 of the General Conditions together with properly executed claims for payment on forms prescribed by the State Board of Accounts. Applications for Payment will be processed by ENGINEER as provided in the General Conditions. 5.1. Progress Payments. OWNER shall make progress payments on account of the Contract Price on the basis of CONTRACTOR's Applications for Payment as recommended by ENGINEER, once per month at regularly scheduled meetings during construction as provided below. All progress payments will be on the basis of the progress of the Work measured by the schedule of values established in accordance with article 2 and article 14 of the General Conditions. 5.2. Final Payment. Upon final completion and acceptance of the Work in accordance with article 14 of the General Conditions, OWNER shall pay the remainder of the Contract Price as recommended by ENGINEER as provided in article 14. ARTICLE 6. INTEREST All monies legally due but not paid when due as provided in article 14 of the General Conditions shall bear interest as provided by Indiana State Law. ARTICLE 7. CONTRACTORS REPRESENTATIONS In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations: 7.1. CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents, work, site, locality, and all local conditions and laws and regulations that in any manner may affect cost, progress, performance or furnishing of the Work. 7.2. CONTRACTOR has reviewed and checked all information and data shown or indicated on the Contract Documents with respect to existing Underground Facilities at or contiguous to 00500-2 Project Agreement DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-566F285E825B the site and assumes responsibility for the accurate location of said Underground Facilities as well as existing soil conditions. No additional examinations, investigations, tests, reports, studies or similar information or data in respect of said Underground Facilities are or will be required by CONTRACTOR in order to perform and furnish the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents, including specifically the provisions of paragraph 4.02 of the General Conditions. 7.3. CONTRACTOR has correlated the results of all such observations, examinations, investigations, explorations, tests, reports and studies with the terms and conditions of the Contract Documents. 7.4. CONTRACTOR has given ENGINEER written notice of all conflicts, errors or discrepancies that he has discovered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR. ARTICLE 8. CONTRACT DOCUMENTS The Contract Documents which comprise the entire Agreement between OWNER and CONTRACTOR concerning the work consist of the following: 8.1. This Agreement; 8.2. Performance and Payment Bonds, and Certificates of Insurance; 8.3. Notice of Award; 8.4. General Conditions (not attached hereto); 8.5. Supplementary General Conditions (not attached hereto); 8.6. Specifications detailing specific provisions, materials and workmanship (not attached hereto); 8.7. Addendum No. 1 (not attached hereto); 8.8. Drawings prepared by ENGINEER (not attached hereto); 8.9 CONTRACTOR's Bid; 8.10 Documentation submitted by CONTRACTOR prior to Notice of Award; 8.11 The following which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All written Amendments and other documents amending, modifying or supplementing the Contract Documents pursuant to Articles 2 and 3 of the General Conditions. 00500-3 Project Agreement DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B The documents listed in paragraphs 8.2 et seq. above are attached to this Agreement (except as expressly noted otherwise above). There are no Contract Documents other than those listed above in this article 8. The Contract Documents may only be modified or supplemented as provided in article 3 of the General Conditions. ARTICLE 9. MISCELLANEOUS 9.1. Terms used in this Agreement which are defined in article 1 of the General Conditions will have the meanings indicated in the General Conditions. 9.2. No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the parry sought be to bound; and specifically but without limitation monies that may become due and monies that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. 9.3. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect of all covenants, agreements and obligations contained in the Contract Documents. 9.4. This Agreement shall be governed by the laws of the State of Indiana and enforced pursuant to Indiana Codes 4-13-18, 4-13.6-4, 5-16-13, 22-5-1.7 and 36-1-12 and any and all other applicable state statutes and remedies under the laws of the State of Indiana. 9.5 CONTRACTOR and its subcontractor or any person on his behalf shall not discriminate against or intimidate any employee hired for the performance of work under this Contract on account of race, religion, color, sex, national origin or ancestry in accordance with IC 5-16- 6. 9.6 CONTRACTOR shall comply with IC 5-16-8 in purchase of any steel products for this project. 00500-4 Project Agreement DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B In witness whereof, OWNER and CONTRACTOR have signed this Agreement. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR or by ENGINEER on their behalf. CONTRACTOR: TPI Utility Construction, LLC 478 North 1100 East Zionsville, IN 46077 By: Brad Rynearson, Member i Approved and adopted this 1st day of June , 2022. OWNER: City of Carmel., Indiana by its Board of Public Works and Safety One Civic Square Carmel. IN 46032 [—Docu gned by: f ani'697ffffi*d, Presiding Officer Date: 6/1/2022 DocuSigned by: ke, Member Date: 6/1/2022 Doc Signed by: th0jpm, off"WHOW"Member Date: 6/1/2022 DocuSigned by: Attest: s" u V6VANg, Clerk -Treasurer 6/1/2022 00500-5 Project Agreement DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B ACKNOWLEDGEMENT STATE OF INDIANA SS: COUNTY OF Before me, a Notary Public in and for said County and State, personally appeared James Brainard, Mary Ann Burke, and Lori Watson by me known to be the Members of the City of Carmel Board of Public Works and Safety, and Sue Wolfgang, Clerk of the City of Carmel, who acknowledged the execution of the foregoing "Agreement" on behalf of the City of Carmel, Indiana. Witness my hand and Notarial Seal this HOLLYJ. HARMEYER Notary Public, State of Indiana Hamilton County * '• r * Commission Number NP0737992 j'pNP��My Commission Expires December 15, 2029 My Commission Expires: 12/15/2029 1St day of June _ 2022 i —1,TC-fTARYJLTKIC Holly J. Harmeyer Printed Name My County of Residence: Date: 06/01 /2022 00500-6 Project Agreement Hamilton DocuSign Envelope ID: I I CA898D-D269-4C41 -13A6C-5I36F285E825I3 > CERTIFICATE OF LIABILITY INSURANCE ai29/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTfF)CATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: H the certificate holder Is an ADDITIONAL INSURED, the polley(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, cetteln policies may require an endorsement. A Statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement a . PRODUCER rnw Fax: Holuon Insurance Agrney 150 E Alto Rd PO Box 5078 Kokomo, Indiana 46904-5078 INSURED Telecom Placement Inc, K & M Holdings, TPI Utility Construction 478 N t 100 E Zionsville, IN 46077 Auto•OxmerS Insurance Comp Prnnertv-Owners Insurance .... -a. 1410 R[= S16M NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN is SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LT I TYPE OF INSURANCE MERCIAL GENERAL LIABILITY A POLICY NUMBER 09605450 E!F 401, 6/4/2021 P FXP 6/4/2022 LIMITS EACHOCC:URRENCE S 1*�+00 P t E' EsomLr+9n 10 RENTED 00 'Go ACWMS44ADE✓OCCUR MED EXP (Ar�r one perms fn red Auto F—w ✓ Y PERSONAL a AOV INJURY s ,000,0 owned Auto GENERAL AGGREGATE f 'oo0' GENL AGGREGATE LIMIT APPLIES PER. PRJEa LOC POLICY ❑ —y PRODUCTS- COMPIOPAGG 2,000,000 5 A I OTNT a AUTOMOBILEUASMITY ✓ ANY AUTO OWNED SCHEDLILED AUTOS ONLY A MRED NON-0WNED AUTOS ONLY AUTOS ONLY ✓ Y 436OS45002 6/4/2021 6/4/2022 I. MIT s 1,000.000 BODILY INJURY (Par person) f BODILY INJURY (PM seddwQ $ AMAGE r nl f f A B UMBREI I ALIAB EXCESS LIAR OCCUR CLAIM34AADE ✓ NIA Y Y �4360345001 09283882 6/4/2021 6/4/2021 6/4/2022 6(4/2022 EACH OCCURRENCE s 6 000,000 AGGREGATE .f 6,000,000 ✓ AT E H• .S s DIED .RETENTION 'ONo INORKERS COMPENSATION AND EMPLOYERS' UABILI Y YIN ANYPROPRIETOMPARTNERIEXECUrVE OFFtCERMEMSEREXCLUDED? ❑Y (M�eftry In Nurksr IPTION OF OPERATIONS below EJ.. EACH ACCIDENT f 1,000,000 E L. DISEASE • EA EMPLOYE f I,000,OOO E.L. DISEASE . POLICY LIMIT f 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 191. Additnai Remarks SeMdulo, may be attechad 0 mom space Is requNedi nited Consulting at 8440 Allison Pointe Blvd Suite 200 Indianapolis, IN 46250 listed as additional insured. Coverage exists for losses/damages to installed work due to fire, extended coverage, theft, vandalism and malicious mischief under the property off premises or in transit. Hotdees Nature of Inters(: Ceniffcate Holder City of Carmel 1 Civic Square Carmel, IN 46032 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORREDRI RBSENrATWE ®1988 2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B Performance Bond Bond No. 2319803 Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. CONTRACTOR (Name and Address): SURETY (Name and Address of Principal Place TPI Utility Construction, LLC of Business): 478 N. Co. Rd. 1100 E North American Specialty Insurance Company Zionsville, IN 46077 1450 American Lane, Suite 1100 OWNER (Name and Address): Schaumburg, IL 60173 City of Carmel, Indiana 30 West Main Street, Suite 220 Carmel, IN 46032 CONTRACT Date: Amount: Nine Hundred Twelve Thousand Nine Hundred Ninety and No/100 ($912,990.00) Description (Name and Location): Ditch Road Water Main Extension Project BOND Date (Not earlier than Contract Date): Amount: Nine Hundred Twelve Thousand Nine Hundred Ninety and No/100 ($912,990.00) Modifications to this Bond Form: Surety and Contractor, intending to be legally bound hereby, subject to the terms printed on the reverse side hereof, do each cause this Performance Bond to be duly executed on its behalf by its authorized officer, agent or representative. CONTRAC�PR AS PRINCIPAL Co Seal Company: (Corp. ) o tructio Signature: Name and Title: SURETY North American Specialty Company: In pe • (Corp. Seal) Sign ure: Name and Title: Robert L. Shertick, Attorney -in -Fact (Attach Power of Attorney) (Space is provided below for signatures of additional parties, if required.) CONTRACTOR AS PRINCIPAL Company: (Corp. Seal) Signature: _,— Name and Title: SURETY Company: Signature: Name and Title: (Corp. Seal) EJCDC No. 1910-28-A (1996 Edition) Originally prepared through the joint efforts of the Surety Association of America, Engineers Joint Contract Documents Committee, the Associated General Contractors of America, and the American Institute of Architects. 00610-1 Performance Bond DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B 1. The CONTRACTOR and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Contract, which is incorporated herein by reference. 2. If the CONTRACTOR performs the Contract, the Surety and the CONTRACTOR have no obligation under this Bond, except to participate in conferences as provided in paragraph 3.1.. 3. If there is no OWNER Default, the Surety's obligation under this Bond shall arise after. 3.1. The OWNER has notified the CONTRACTOR and the Surety at the addresses described in paragraph 10 below, that the OWNER is considering declaring a CONTRACTOR Default and has requested and attempted to arrange a conference with the CONTRACTOR and ale Surety to be held not later than fifteen days after receipt of such notice to discuss methods of performing the ContracL if the OWNER. the CONTRACTOR and the Surety agree, the CONTRACTOR shalt be allowed a reasonable time to perform the Contract, but such an agreement shall not waive the OWNER'S right, irany, subsequently to declare a CONTRACTOR Default; and 3.2. Tine OWNER has declared a CONTRACTOR Default and fortually temrinated the CONTRACTOR's right to complete the Contract. Such CONTRACTOR Default shall not be declared earlier than twenty days after the CONTRACTOR and the Surety have received notice as provided in paragraph 3.1; and 3.3, The OWNER has agreed to pay the Balance of the Contract Price to: 3.3.1. The Surety in accordance with the terms of the Contract; 33.2 Another contractor selected pursuant to paragraph 4.3 to perform the Contract, 4. When the OWNER has satisfied the conditions of paragraph 3, the Surety shall promptly and at the Surety's expense take one of the following actions: 4.1. Arrange for the CONTRACTOR, with consent of the OWNER, to perform and complete the Contract; or 4.2 Undertake to perform and complete the Contract itself, through its agents or through independent contractors; or 4.3, obtain bids or negotiated proposals from qualified contractors acceptable to the OWNER for a contract for performance and completion of the Contract, arrange for a contract to be prepared for execution by due OWNER and the contractor selected with the OWNER's concurrence, to be secured with performance and payment bands executed by a qualified surety equivalent to the Bonds issued on the Contract, and pay Io the OWNER the amount of damages as described in paragraph) 6 in excess of the Balance of the Contract price inamrted by the OWNER resulting front the CONTRACTOR Default; 4.4. Waive its right to perform and complete. arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances; 4.4.1 After investigation, determine the amount for %vhich it may be liable to the OWNER and, as soon as practicable after the amount is determined, tender payment therefor to the OWNER; or 4.4:2 Deny liability in whole or in part and notify the OWNER citing reasons therefor. 5. If the Surety does not proceed as provided in paragraph 4 with Reasonable promptness. the Surety shall be deemed to be in default on this Bond fifteen days after receipt Oran additional written notice from the OWNER to the Surety demanding that the Surety perform its obligations under this Bond, and the OWNER shall be entitled to enforce any remedy available to the OWNER. If the Surety proceeds as provided in paragraph 4.4, and the OWNER refuses the payment tendered or the Surety hasdcnied pliability, in whole or in part, without further notice the OWNER shall be entitled to enforce any remedy available to dine OWNER. 6, After the OWNER has terminated the CONTRACTOR's right to complete the Contract, and if the Surety elects to Oct under paragraph 4.1.4.2. or 4.3 above. then the responsibilities of the Surcty to the OWNER shall not be greater than those Of the CONTRACTOR under the Conracl, and the responsibilities ofthe OWNER to the Surety shall not be greater than those of the OWNER tender the Contract To a limit of the amount of this Bond, but subject to commitment by the OWNER of the Balance of the Contract Price to mitigation of costs and damages on the Contract, the Surety is obligated without duplication for. 6.1. The responsibilities of the CONTRACTOR for correction of defective Work and completion of the Contract; 6.2. Additional legal, design professional and delay costs resulting from the CONTRACTOR's Default. and resulting from the actions or failure to act of the Surety under paragraph 4; and 6.3. Liquidated damages. or if no liquidated damages are specified in the Contract, actual damages caused by delayed performance or nor -performance of the CONTRACTOR. 7. The Surety shall not be liable to the OWNER or others for obligations of the CONTRACTOR that are unrelated to the Contract, and the Balance Of the Contract Price shall not be reduced or setoff on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the OWNER or its heirs, executors, administrators, or successors. 8. The Surety hereby waives notice of any change, including changes of time, to the Contract or to related subcontracts, purchase orders and other obligations. 9, Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdietiom in the location in which the Work or part of the Work is located and shall be invituted within two years afler CONTRACTOR Default or within two years after the CONTRACTOR ceased working or within two years after the Surety refuses or fails to perfum, its obligations under this Bond, %%4)icheveraecufs rnS1. Irthe provisions of this paragraph are void or prohibited by law, the minimum period Of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 10, Notice to the Surety, the OWNER or the CONTRACTOR shall be mailed or delivered to the address shown on the signature page. 11. When this Bond has been furnished to comply will, a statutory or other legal requirement in the location where the Coatracl was be performed, any provision in this Bond conflicting mvith said statutory or legal requirement shall be deemed deleted here from and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. The intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 12. Definitions. 12.1 Balance of the Contract Price: The mat amount payable by the OWNER to the CONTRACTOR under the Contract after all proper adjustments have been made. including allowance to the CONTRACTOR of any amounts received or to be received by the OWNER in settlement of insurance Or other Claims for damages to which the CONTRACTOR is entitled, reduced by all valid and proper payments made to or On behalf of the CONTRACTOR under the Contract 12.2. Contract: The agreement between the OWNER and the CONTRACTOR identified on the signature page, including all Contract Documents and changes thereto. 12 3. CONTRACTOR Default: Failure of the CONTRACTOR, which has neither been remedied nor waived, to perform or otherwise to comply with the terns of the Contract. 12.4, OWNER Default: Failure ofthe OWNER, which has neither been remedied nor waived, to pay the CONTRACTOR as required by the Contract or to perform and complete or comply with the other terms thereof. (FOR INFORMATION ONLY --Name, Address and Telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE (Engineer or other party): 00610-2 Performance Bond DocuSian Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B NAS SURETY GROUP NORTH AMERICAN SPECIALTY INSURANCE COMPANY WASHINGTON INTERNATIONAL INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT North American Specialty Insurance Company, a corporation duly organized and existing under laws of the State of New Hampshire, and having its principal office in the City of Manchester, New Hampshire, and Washington International Insurance Company, a corporation organized and existing under the laws of the State of New Hampshire and having its principal office in the City of Schaumburg, Illinois, each does hereby make, constitute and appoint: NANCY J. NONWEILER, JOHN W. HANNON, III, JASON McELDOWNEY and ROBERT L. SHERFICK JOINTLY OR SEVERALLY Its true and lawful Attorneys)-iii-Fact, to make, execute, seal and deliver, for and on its behalf and as its act and deed, bonds or other writings obligatory in the nature of a bond on behalf of each of said Companies, as surety, on contracts of suretyship as are or may be required or permitted by law, regulation, contract or otherwise, provided that no bond or undertaking or contract or suretyship executed under this authority shall exceed the amount of: FIFTY MILLION ($50,000,000.00) DOLLARS This Power of Attorney is granted and is signed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both North American Specialty insurance Company and Washington International insurance Company at meetings duly called and held on the 9d' of May, 2012: "RESOLVED, that any two of the Presidents, any Managing Director, any Senior Vice President, any Vice President, any Assistant Vice President, the Secretary or any Assistant Secretary be, and each or any of them hereby is authorized to execute a Power ofAttorney qualifying the Attorney named in the given Power of Attorney to execute on behalf of the Company bonds, undertakings and all contracts of surety, and that each or any of them hereby is authorized to attest to the execution of any such Power of Attorney and to attach therein the seal of the Company; and it is FURTHER RESOLVED, that the signature of such officers and the seat of the Campany may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile, and any such Power of Attorney or certificate beating such facsimile signatures or facsimile seal shall be binding upon the Company when so affixed and in the future with regard to any bond, undertaking or contract of surety to which it is attached," .91 z Y S rj�(, a Steven P. Anderson, Senior Vice President of Washington International Insurance Company 9 SEALt & Senior Mee President of North American Spmislty Insurance Company f- � s sy yRa,y�yp�. y�gN7Up1111atV BY Michael A. Ito,. ntor re President o g,u u,ron n inn wn. nranee ompuy & Senior Vim President of North American Specialty Insurance Company IN WITNESS WHEREOF, North American Specialty Insurance Company and Washington International Insurance Company have caused their official seals to be hereunto affixed, and these presents to be signed by their authorized officers this 241h day of August , 2016 . North American Specialty Insurance Company Washington International Insurance Company State of Illinois County of Cook ss: On this 24th day of August 2016, before me, a Notary Public personally appeared Steven P. Anderson _, Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company and Michael A. Ito. Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company, personally known to me, who being by me duly sworn, acknowledged that they signed the above Power of Attorney as officers of and .m.krnnwledeed said instrument to be the voluntary act and deed of their respective companies. OFFICIAL SEAL M KENNY NOTARY PUBLIC, STATE OF IWNOIS W COMMISMN EXPIRES 12M410011 M. Kenny, Notary Public 1, _lefftcv Goldberg_ . the duly elected Assis ant Secretary of North American Specialty Insurance Company and Washington International insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney given by said North American Specialty Insurance Company and Washington International Insurance Company, which is still in full force and effect. IN WITNESS WHEREOF, I have set my hand and affixed the seals of the Companies this _ day of 20 Jeffrey Goldberg, Vice President & Assistant Secretary of Washington International Insurance Company & North American Specialty Insurance Company DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B Payment Bond Bond No. 2319803 Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. CONTRACTOR (Name and Address): SURETY (Name and Address of Principal Place TPI Utility Construction, LLC of Business): North American Specialty Insurance Company 478 N. Co. Rd. 1100 E 1450 American Lane, Suite 1100 Zionsville, IN 46077 Schaumburg, IL 60173 OWNER (Name and Address): City of Carmel, Indiana 30 West Main Street, Suite 220 Carmel, IN 46032 CONTRACT Date: Amount: Nine Hundred Twelve Thousand Nine Hundred Ninety and No/100 ($912,990.00) Description (Name and Location): Ditch Road Water Main Extension Project BOND Date (Not earlier than Contract Date): Amount: Nine Hundred Twelve Thousand Nine Hundred Ninety and No/100 ($912,990.00) Modifications to this Bond Form: Surety and Contractor, intending to be legally bound hereby, subject to the terns printed on the reverse side hereof, do each cause this Payment Bond to be duly executed on its behalf by its authorized officer, agent, or representative. CONTRACTOR AS PRINCIPAL Company: ility Cons on, LLC (Corp. Seal) S ignature: Name and Tit e; SURETY North American Specialty Company: Insuran (Corp. Sea[) Signatu - Name and itl . Robert L. Sher -lick, Attorney -in -Fact (Attach Power of Attorney) (Space is provided below for signatures of additional parties, if required.) CONTRACTOR AS PRINCIPAL Company: Signature: Name and Title: SURETY (Corp. Seal) Company: Signature: Name and Title: (Corp. Seal) EJCDC No. 1910-28-B (1996 Edition) ica, Engineers Joint Contract Documents Committee, the Associated General Contractors Originally prepared through the joint efforts of the Surety Association of Amer of America, the American Institute of Architects, the American Subcontractors Association, and the Associated Specialty Contractors, 00620-1 Payment Bond DocuSign Envelope ID: 11CA898D-D269-4C41-BA6C-5B6F285E825B 1. The CONTRACTOR and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the OWNER to pay for labor, materials and equipment famished for use in the performance of the Contract. which is incorporated herein by reference 2 With respect to the OWNER this obligation shall be null and void if the CONTRACTOR: 2 1. Promptly makes payment, directly or indirectly, for all sums due Claimants, and 2.2, Defends, indemnities and holds harmless the OWNER from all claims, demands, liens or suits by any person or entity who furnished labor, materials or equipment for use in the performance of the Contract, provided the OWNER has promptly notified the CONTRACTOR and the Surety (at the addresses described in paragraph 12) of any claims, demands, liens or suits and tendered defense of such claims, demands, liens or suits to the CONTRACTOR and the Surety, and provided there is no OWNER Default 3. With respect to Claimants, this obligation shall be null and void if the CONTRACTOR promptly makes payment, directly or indirectly, for all sums due. 4. The Surety shall have no obligation to Claimants under this Bond until: 4, 1. Claimants who are employed by or have a direct contract with the CONTRACTOR have given notice to the Surety (at the addresses described in paragraph 12) and sent a copy, or notice thereof, to the OWNER, stating that a claim is being made under this Bond and, with substantial accuracy, the amount oftheclaim. 4.2. Claimants who do not have a direct contract with the CONTRACTOR: 1. Have furnished written notice to the CONTRACTOR and sent u copy, or notice thereof'. to die OWNER, within 90 days after having last pertommed labor or last fumtished materials or equipment included in the claim stating, with substantial accuracy, the amount of the claim and the name ofthe party to whom the materials were fumished or supplied or for whom the labor was done or performed; and 2. Have either received a rejection in whole or in part from the CONTRACTOR, or not received within 30 days of furnishing the above notice any communication from the CONTRACTOR by which the CONTRACTOR had indicated the claim will be paid directly or indirectly; and 3. Not having been paid within the above 30 days, have scent a written notice to the Surety and sent a copy. or notice thereof, to the OWNER, stating that a claim is being made under this Bout and enclosing a copy ofthe previous written notice furnished to the CONTRACTOR 5 If a notice required by paragraph 4 is given by the OWNER to the CONTRACTOR or to the Surety that is sufficient compliance. 61 When the Claimant has satisfied the conditions of paragraph 4, the Surety shall promptly and at the Surety's expense take the following actions: 6.1. Send an answer to the Claimant, with a copy to the OWNER within 45 days after receipt of the claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed. 6.2. Pay or arrange for payment of any undisputed amounts. 7. The Surety's total obligation shall not exceed the amount of this Bond, and the amount of this Bond shall be credited for any payments made in good faith by the Surety 8. Amounts owed by the OWNER to the CONTRACTOR under the Contract shall be used for the performance of the Colitmct and to satisfy claims, If any. under any Performance Bond. By the CONTRACTOR furnishing and die OWNER accepting this Bond, they agree that all funds tarried by the CONTRACTOR in the performance of the Contract are dedicated to satisfy obligations of the CONTRACTOR and the Surety under this Bond, subject to time OWNER's priority to use the funds for the completion ofthe Work. 9. The Surety shall not be liable to the OWNER Claimants or others for obligations of the CONTRACTOR that are unrelated to the Contract. The OWNER shall not be liable for payment of any costs or expenses ofany Claimant under this Bond, and slmalt have under this Bond no obligations to make payments to, give notices on behalf Or, or otherwise have obligations to Claimants under this Bond 10. The Surety hereby waives notice of any change. including changes of time, to the Contract or to related Subcontracts, purchase orders and other obligations. 11. No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in dmc location in .vilich the Work or pan of the Work is located or after the expiration of one year from the date (1) on which [lit Claimant gave the ntilice required by paMenph4.l or paragraph 4.2-3. or(2) on which the last labor or service was perrommed by anyone or the last materials or equipment wMe furnished by anyone under the Construction Contract, whichever of 01 or (2) first occurs. If time provisions of this paragraph are void or prohibited by taw, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 12. Notice to the Surety, the OWNER or the CONTRACTOR shall be mailed or delivered to the addresses shown on the signature page Actual receipt of notice by Surety, the OWNER or the CONTRACTOR, however accomplished, shall be sufficient compliance as ofthe date received at time address shown on the signature page. 13 When this Bond has been tinnished to comply with a statutory or other legal requirement in die location where the Contract was to be performed. any provision in this Bond conflicting with said statutory or legal requirement shall be deemed dcletcd herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. The intern is, that this Bond shall be construed as a statutory Bond and not as a common law bond. 14. Upon request of any person or entity appearing to be a potential beneficiary of this Bond, the CONTRACTOR shall promptly furnish a copy ofthis Bond or shall permit a copy to be made.. 15. DEFINITIONS 15 1. Claimant: An individual or entity having a direct contract with the CONTRACTOR or with a Subcontractor of the CONTRACTOR to furnish labor, materials or equiprnerit for use in die performance ofthe Contract. The intent ofthis Bond shall be to include without limitation in the terms "labor, materials or equipment" that par of water, gas, power, light, heat, oil, gasolume, telephone service or rental equipment used in the Contract, areNtectural and engineering services required for performance of the Work of the CONTRACTOR and the CONTRACTOR's Subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were rumished. 15.2. Contract: The agreement between the OWNER and the CONTRACTOR identified on the signature page, including all Contract Documents and changes thereto. 15 3. OWNER Default: Failure of the OWNER, which has neither been remedied nor waived, to pay the CONTRACTOR as required by the Contract or to perform and complete or comply with the other terms thereof. (FOR INFORMATION ONLY —Name, Address and Telephone) AGENCY or BROKER: OWNER'S REPRESENTATIVE (Engineer or other party): 00620-2 Payment Bond DocuSign Envelope ID: 11 CA898D-D269-4C41 -BA6C-5B6F285E825B NAS SURETY GROUP NORTH AMERICAN SPECIALTY INSURANCE COMPANY WASHINGTON INTERNATIONAL INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT North American Specialty Insurance Company, a corporation duly organized and existing under laws of the State of New Hampshire, and having its principal office in the City of Manchester, New Hampshire, and Washington Intemational Insurance Company, a corporation organized and existing under the laws of the State of New Hampshire and having its principal office in the City of Schaumburg, Illinois, each does hereby make, constitute and appoint: NANCY J. NONWEILER, JOHN W. HANNON, III, JASON McELDOWNEY and ROBERT L. SHERFICK JOINTLY OR SEVERALLY Its true and lawful Attorneys) -in -Fact, to make, execute, seal and deliver, for and on its behalf and as its act and deed, bonds or other writings obligatory in the nature of a bond on behalf of each of said Companies, as surety, on contracts of suretyship as are or may be required or permitted by law, regulation, contract or otherwise, provided that no bond or undertaking or contract or suretyship executed under this authority shall exceed the amount of. FIFTY MILLION ($50,000,000.00) DOLLARS This Power of Attorney is granted and is sighed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both North American Specialty Insurance Company and Washington International Insurance Company at meetings duly called and held on the 9`s of May, 2012: "RESOLVED, that any two of the Presidents, any Managing Director, any Senior Vice President, any Vice President, any Assistant Vice President, the Secretary or any Assistant Secretary be, and each or any of them hereby is authorized to execute a Power of Attorney qualifying tatlif iinor ea attorney nnamed in the given Power ofAttorney to execute on behalfof the Company bonds, undertakings and all contracts of surety, Y hereby is authorized to attest to the execution of any such Power of Attorney and to attach therein the seal of the Company; and it is FURTHER RESOLVED, that the signature of such officers and the seal of the Company may be affixed to any such Power of Attorney or to any certificate ficate beating ch binding upon the Companyating ibwhen oioe, and any such Power of Attorney or ffixed and in the future with regard toes any bond, undertaking g or contract of surety ile signature$ to wahich=ileitt is tmehed g po ay_v W B f /7 3 y 'A SEAL tl Steven P. Andmoa, Senior Vice President of \Vashittxltm interna lonal lnseranco Company ; SEAT. "- �eaz, t8�3 °tit r & Senior Vice President or North American Speciolty Insurance Company y .t. s q/ppNgla111ti\\ By••. Michael A. Ito,lemarTkF7j ern o �0111ttooa furancaCompany a & Senior Vim President orNorth American Specialty Insurance Company IN WITNESS WHEREOF, North American Specialty Insurance Company and Washington International Insurance Company have caused their official seals to be hereunto affixed, and these presents to be signed by their authorized officers this 241h day of _, August , 201 6 . North American Specialty Insurance Company Washington International Insurance Company State of Illinois ss: County of Cook On this 24th day of August 2016 , before me, a Notary Public personally appeared Steven P. Andersatt_, Senior Vice President of Washington Intemational Insurance Company and Senior Vice President of North American Specialty Insurance Company and Michael A. Ito , Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company, personally known to me, who being by me duly sworn, acknowledged that they signed the above Power of Attorney as officers of and acknowledged said instrument to be the voluntary act and deed of their respective companies. =-ST-AT-E IWNOIS M. Kcnny, Notary Public / 102017 1, Jeffrev Goldberg . the duly elected Assistant Secretary of North American Specialty Insurance Company and Washington International Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney given by said North American Specialty Insurance Company and Washington International Insurance Company, which is still in full force and effect. IN WITNESS WHEREOF, I have set my hand and affixed the seals of the Companies this _ day of 20 Jaffrey Goldberg, Vice President & Assistant Secta4lty of Washington Intemational InsvMtt Company & North American Specialty Insumnce Company