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21-1265
ORDINANCE NO. 21-1265 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER, OR THEIR DESIGNEE, TO EXECUTE A TENDER AGREEMENT WITH TRAVELERS CASUALTY AND SURETY COMPANY AND MOUNTAIN CASCADE OF TEXAS, LLC FOR COMPLETION OF THE CONSTRUCTION OF THE NORTH/SOUTH WATER MAIN PHASE III PROJECT FOR THE CITY OF DENTON, WITH GEOGRAPHICAL LIMITS FROM 1-35E SERVICE ROAD NORTH ALONG BONNIE BRAE TO PANHANDLE, FOR COMPLETION OF THE PREVIOUS CONSTRUCTION CONTRACT FOR SAID PROJECT WITH S & J CONSTRUCTION CO., INC APPROVED BY CITY COUNCIL ON FEBRUARY 18, 2020, AND REPLACING S & J CONSTRUCTION CO., INC. WITH MOUNTAIN CASCADE OF TEXAS, LLC AS COMPLETION CONTRACTOR AS SET FORTH IN SAID TENDER AGREEMENT; PROVIDING FOR THE RECEIPT AND EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 7200-1 – TENDER AGREEMENT TO ACCEPT RECEIPT OF CONTRACT SHORTFALL IN THE AMOUNT OF $1,907,041.84 FROM TRAVELERS CASUALTY AND SURETY COMPANY. AND EXPENDITURE TO MOUNTAIN CASCADE OF TEXAS, LLC rN THE NOT-TO-EXCEED AMOUNT OF $3,963,902.04). WHEREAS, on February 18, 2020, by Ordinance No. 20-361, the City awarded a contract to S & J Construction Co., Inc. in the amount of $4,000,551. 1 8, for the construction of the North/South Water Main Phase III project for the City of Denton, with geographical limits as follows: From l- 35E Service road north on Bonnie Brae to Panhandle; and WHEREAS, on December 21, 2020, the City terminated the contract to S & J Construction Co., Inc. and initiated a performance bond claim with Travelers Casualty and Surety Company to satisfy S & J Construction Co., Inc. obligations under the contract; and WHEREAS, the attached Tender Agreement is the satisfaction of the City of Denton’s claim on S & J Construction Co., Inc.’s performance bond with Travelers Casualty and Surety Company and tenders the completion of the original construction contract to Mountain Cascade of Texas, LLC; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS : SECTION 1. That the City Manager is hereby authorized to enter into a Tender Agreement with Mountain Cascade of Texas, LLC and Travelers Casualty and Surety Company, for the completion of construction of the North/South Water Main Phase III project for the City of Denton, with geographical limits as follows: from 1--35E Service road north on Bonnie Brae to Panhandle, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager, or their designee, is authorized to receive and expend funds pursuant to the Agreement for the purchase of various goods and services. SECTION 3. The City Council of the City of Denton hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by tko \ fr\c \ He{ and seconded by HaL\Ed<. This ordinance was passed and approved by the following vote L'L - a : Aye Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck, District 2: Jesse Davis, District 3 : Alison Maguire, District 4: Deb Armintor, At Large Place 5 : Paul Meltzer, At Large Place 6: V/ ,/ ,/ V/J ,/I PASSED AND APPROVED this the ?J_nd day of 2021 .hKZ~*.k– ATTEST: ROSA RIOS, CITY SECRETARY \\1111111f rJ?7/o. APPROVED AS TO LEGAL FORM: CATHERINE CLIFTON, INTERIM CITY ATTORNEY Digitally signed by Mol Lk_,, I Mack Reinwand „,bJ Date: 2021.06.17 BY: aLJI L09JIUO '_ DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 DENTON Docusign City Council Transmittal Coversheet FILE 7200-1 File Name North-South Water Main Ph 3 Tender Agreement PurchasingContact c ''i p '"'’ City C,,„,iIT„g,tD,t, JUNE 22’ 2021 Piggy Back Option Contract Expiration Ordinance Not App1 icab1 e N/A 21-1265 DocuSign Envelope ID: E198A279-7D9Ad}D2D-BC24-B266633976F5 TENDER A(,REEMENT This Tender Agreement (“Agreement”) is made and entered into this 22ND day of June, 2021 by and between Travelers Casualty and Surety Company (“Surety”), the City of Denton, Texas (“Obligee“) and Mountain Cascade of Texas LLC (“Completion Contractor”). RECITALS A. On or about February 18, 2020, S&J Construction Company, Inc. (“Principal”) entered into a construction contract with Obligee for North-South Phase III 42” Water Main (“Project”). That construction contract, together with all its incorporated documents including but not limited to: the original bid documents, plans, specifications, modifications and amendments, constitutes the “Original Contract”. The Original Contract is incorporated into and made a part of this Agreement. Except as specifically provided in this Agreement, all terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the parties set forth in the Original Contract remain in full force and effect. Any capitalized terms used herein but undefined shall have the meaning ascribed to such term in the Original Contract. B. The term “Completion Contract” as used in this Agreement is not a separate document but means the construction contract between Obligee and Completion Contractor, which includes this Agreement and the Original Contract all of which are incorporated into and made a part of this Agreement. C. In connection with the Original Contract between Principal and Obligee, Surety executed and delivered to Obligee its Bonds numbered 107181787 with the Performance Bond in the amount of $3,810,048.74 and the Payment Bond in the amount of $3,810,048.74. D. The Obligee declared the Principal in default and issued a Notice of Termination on or about December 21, 2020 and made a claim on the Performance Bond. The Surety solicited bids for the completion of the Project by a competent and qualified contractor acceptable to the Obligee. The Surety has obtained a quote from Completion Contractor to, subject to the terms of this Agreement, complete all the work in accordance with the Original Contract. E. It is expressly acknowledged and agreed that no contract funds of any nature are due or to become due to the Principal by virtue of the above-mentioned default and termination, as those contract funds shall be disbursed in accordance with this Agreement. The summary of contract funds as of the date of this Agreement is as follows: Page 1 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 Original Contract Price $ J $ S S 3,810,048.74 Change Orders Approved- Deductive Scope of Work (82,576.25) 3,727,472.49Total Adjusted Original Contract Price Total Payments Approved Through Pay App. No. 3 976,612.29 5 1 ,400.65Earned Retainage Other Contract Adjustments : Damages $694,000.00 Amount Paid to Principal S S $ $ $ $ 976,612.29 Unbilled Balance 2,699,459.55 Total Available Contract Balance (including retainage)2,750,860.20 Completion Contractor Price 3.963,902.04 Contract (Shortfall) or Remaining Balance (including Damages)(1 ,907,041.84) 3.963,902.04Supplemented Contract Balance F. To fulfill its Performance Bond obligations, Surety (1) tenders the Completion Contractor to Obligee and arranges for Obligee to enter into the Completion Contract (as defined above) with Completion Contractor pursuant to the terms in this Agreement, and (2) agrees to pay the Contract Shortfall to Obligee as provided in Recital E. COVENANTS In consideration of the terms and conditions in this Agreement, the parties agree as follows: 1.The above Recitals are contractual and incorporated into these Covenants. 2. Completion Contractor examined the Original Contract and certifies that it is familiar with all of the terms and conditions of the Original Contract. Completion Contractor diligently investigated and inspected the Project jobsite and is familiar with the jobsite conditions including: the materials available but not yet incorporated into the Project, the nature and status of work previously performed by Principal and the work remaining to be performed on the Original Contract. Completion Contractor hereby confirms that it has investigated and is informed as to the status and conditions affecting the work to be done and that no representations with respect to same have been made by Surety, Obligee, or any of their representatives. Surety has made no warranties or representations, express or implied, to Completion Contractor with respect to the Original Contract or the Project. Surety makes no representation or warranty Page 2 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 regarding any future performance of any Subcontractor or Supplier, the availability of any leased equipment or facilities, or the availability of any materials supplied or to be supplied to the Project. Completion Contractor considered all of the Original Contract documents and jobsite conditions and observations in reaching its Completion Contractor Total Unit Price bid of $3,963,902.04. Completion Contractor’s unit price schedule is attached as Exhibit A and made part of this Agreement. 3. Surety shall pay the Contract Shortfall as provided for in Recital E above to Obligee within ten (10) business days of the execution of this Agreement by the last of the three parties to sign, Obligee, Completion Contractor or Surety. 4. Mountain Cascade of Texas LLC is tendered by Surety to Obligee as Completion Contractor under this Agreement. By this Agreement with Obligee, Completion Contractor promises to fully perform the Completion Contract for the price of $3,963,902.04. Obligee shall make payments directly to Completion Contractor for performance of the work under the Completion Contract according to the payment terms of the Original Contract. Obligee recognizes the Completion Contractor as Principal’s successor in interest to the Original Contract. Following the date of this Agreement, Obligee, Completion Contractor and Surety agree that the term “Contractor” as used in the Original Contract shall refer to Completion Contractor and not to Principal. 5. Completion Contractor shall furnish to Obligee Performance and Payment Bonds in the amount of $3,963,902.04 issued by a commercial surety authorized to do business in the State of Texas with an AM Best rating of A- or better and a financial size category of VI or larger approved by the U.S. Treasury to issue a bond to the Federal Government in an amount at least equal to the Completion Contractor’s Price. The Completion Contractor shall furnish those bonds on forms designed by the Obligee within ten (10) calendar days of executing this Agreement in the form attached hereto as Exhibit B. The City of Denton shall be named as the sole Obligee. 6. Excluding Latent Defects relating to any Work performed by the Principal, Completion Contractor warrants all work performed under the Completion Contract, whether such work was performed by Principal or Completion Contractor, according to the warranty terms of the Original Contract. The term "Latent Defects" shall mean any Work, including but not limited to materials on hand, or condition(s) prior to issuing the Notice to Proceed that are not reasonably discoverable under the circumstances, except for any matters that were disclosed in the February 5, 2021 Solicitation for Offers and any Addendums thereto, including but not limited to, Section II., Paragraph 13.0, Appendices Nos. 1-19, Addendum Nos. 1-3 and the Freese and Nichols May 4, 2021 Report which is attached hereto as Exhibit C. Notwithstanding anything to the contrary, or that may or could be read to the contrary, herein or in the Original Contract, Completion Contractor shall not have or bear any responsibility for any Latent Defects in any Work performed by Principal. Notwithstanding anything to the contrary, or that may or could be read to the contrary, herein or in the Original Contract, Completion Contractor shall not be responsible for (i) payment for any work, labor, material, or equipment performed at, or supplied to, the Project by any Subcontractors and suppliers prior to the execution of this Agreement; or (ii) any third party claims (for personal injury, property damage, or otherwise) based on any events, acts, or omissions that occurred, in whole or in part, prior to the execution of this Agreement. Page 3 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 7. Obligee may direct Completion Contractor to perform extra, additional or changed work or to delete work (“Change Order”) pursuant to the terms of the Original Contract. 8. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPLETION CONTRACTOR SHALL ASSUME LIABILITY FOR DAMAGE OR INJURY (INCLUDING DEATH) TO PERSONS AND PROPERTY, INCLUDING INTANGIBLE PROPERTY, ARISING OUT OF THE EXECUTION OR PERFORMANCE OF THE COMPLETION CONTRACT, AND HEREBY EXPRESSLY WAIVES ANY WORKMAN’S COMPENSATION IMMUNITY, WHETHER GRANTED BY STATUTE OR OTHERWISE, AND AGREES TO DEFEND (IF REQUIRED BY SURETY), INDEMNIFY AND HOLD HARMLESS SURETY AND THE OBLIGEE AND THEIR RESPECTIVE DIRECTORS, OFFICERS, AGENTS, SERVANTS, EMPLOYEES, AFFILIATES AND SUBSIDIARIES (“THE INDEMNITEES”), FROM DEMANDS, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF THE PERFORMANCE OF THE COMPLETION CONTRACT, OR ASSERTED AGAINST ANY OF THE INDEMNITEES BY REASON OF THE ACTS OR OMISSIONS OF THE COMPLETION CONTRACTOR, OR ANY ENTITY DIRECTLY ENGAGED BY THE COMPLETION CONTRACTOR IN CONNECTION WITH THE COMPLETION CONTRACT, REGARDLESS OF WHETHER THE ACTS OR OMISSIONS COMPLAINTED OF WERE CAUSED, IN PART, BY ONE OR MORE OF THE INDEMNITEES. THE COMPLETION CONTRACTOR’S INDEMNITY OBLIGATION INCLUDES, BUT IS NOT LIMITED TO, ALL DAMAGES OF ANY NATURE OR DESCRIPTION, ALL LOSS, COST OR EXPENSE, AND ANY AND ALL CLAIMS FOR PAYMENT OR OTHERWISE BY ANY OF COMPLETION CONTRACTOR’S SUBCONTRACTORS. SUPPLIERS, EMPLOYEES AND LABORERS. IN JURISDICTIONS IN WHICH THE INDEMNIFICATION PROVIDED FOR IN THIS PARAGRAPH IS BROADER THAN THAT ALLOWED BY APPLICABLE LAW, THIS PARAGRAPH SHALL BE INTERPRETED AS PROVIDING THE BROADEST INDEMNIFICATION PERMITTED AND SHOULD BE LIMITED ONLY TO THE EXTENT NECESSARY TO COMPLY WITH THAT LAW. 9. The Completion Contractor must comply with all insurance requirements in the Original Contract. The Completion Contractor shall obtain and maintain the insurances required under the Original Contract, with the coverages and in the amounts specified in the Original Contract. The Completion Contractor shall provide the evidence of insurance required by this Paragraph within five (5) calendar days of executing this Agreement. The Obligee and Surety shall be included as named additional insureds by endorsement under all policies of insurance required of the Completion Contractor. Such endorsements shall be in the form in Exhibit D attached hereto, or the insurer’s form if it is the same. Further, the Completion Contractor shall ensure that its insurers waive all rights of subrogation against the Obligee and Surety. The Completion Contractor shall deliver certificates of insurance and endorsements confirming that the insurances required under the Original Contract have been obtained and that the Obligee and Surety have been included as a named additional insured. Certificates of Insurance alone are not sufficient. Further, the Completion Contractor shall cause its insurer(s) to issue endorsements providing that the policies shall not be canceled without at least a thirty (30) day prior written notice to the Obligee and the Surety. Such endorsements shall be in the form in Exhibit E the attached hereto, or the insurer’s form if it is substantially the same. Failure to obtain this insurance, or permitting this insurance to lapse, or failing to provide the endorsements and Page 4 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 certificates, required by this Paragraph shall constitute a material breach of this Agreement justifying termination. The Completion Contractor shall not proceed with any work until the insurances, certificates and endorsements have been obtained and provided to the Obligee and Surety 10. The prosecution of the work will commence no later than five (5) calendar days from the Completion Contractor’s receipt of the Notice to Proceed from the Obligee. The Completion Contractor’s Performance and Payment Bonds and evidence of insurance shall be submitted and approved by the Obligee prior to Completion Contractor being permitted to commence performance. Any delay in procuring these bonds and evidence of insurance shall be the fault of the Completion Contractor. Subject to the terms of this Agreement, the_Completion Contractor agrees to diligently proceed with and to substantially complete the work in accordance with the terms and conditions of the Completion Contract within 265 calendar days from its receipt of Obligee’s Notice to Proceed. Time is of the essence. In the event Completion Contractor fails to complete the work within the time specified in this Agreement, or any extension thereof, pursuant to the processes provided in the Original Contract or a relevant Change Order, the Completion Contractor shall pay to Obligee liquidated damages as specified in the Original Contract 11. OBLIGEE EXPRESSLY RELEASES, ACQUITS AND FOREVER DISCHARGES Surety from any and all claims, rights, demands or causes of action of whatever kind or nature, including latent defects in the Project, whether in law or equity or otherwise which Obligee has or may ever have against Surety under or by reason of Surety’s Performance Bond and Surety’s Maintenance Bond, subject only to Surety’s obligation to pay the Contract Shortfall pursuant to Paragraph 3 of this Agreement. Within five (5) days of Obligee’s receipt of the payment of the Contract Shortfall, the Obligee shall return to Surety the original of the Surety’s Performance Bond issued for the Project. 12. SURETY EXPRESSLY RELEASES, ACQUITS, AND FOREVER DISCHARGES the Obligee from any and all claims, demands, causes of action, damages, and/or expenses arising out of or in any way related to the Original Contract entered into between the Obligee and Principal and/or the Surety’s statutory Performance Bond, whether its own claim, or the subrogated claim(s), or any other claim, if any, of the Principal. 13. The Completion Contractor agrees to make demand and look solely and exclusively to the Obligee in the event of any breach or default by the Obligee of this Agreement. With the sole exception of the payment to be made by the Surety under paragraph number three (3) of this Agreement, the Obligee agrees to make demand and look solely and exclusively to the Completion Contractor and/or its surety in the event of any breach or default by the Completion Contractor under this Agreement and/or the Original Contract. 14. Surety’s Payment Bond remains in full force and effect for work performed by Principal under the Original Contract and Surety retains all obligations, rights, and defenses pursuant to the Payment Bond and nothing herein shall alter such obligations. Surety’s Payment Bond shall not apply to or cover Completion Contractor or any of Completion Contractor’s Subcontractors and suppliers for any work, labor, material, or equipment performed at, or supplied to, the Project after the execution of this Agreement, and Surety shall not be a co-surety with Completion Contractor’s surety. The Surety’s Payment Bond obligations run solely to Page 5 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 those claimants who performed work, labor or supplied material or equipment to the Project, in accordance with the contract or at the direction of the Principal. All payments made by Surety relating to claims on its Payment Bond shall be credited against and applied to reduce the penal limit of the Payment Bond. Surety shall not, under any circumstances, be obligated to expend more than the penal limit of its Payment Bond. The Completion Contractor and its surety hereby agree to indemnify, defend and hold the Surety harmless in connection with any claim and/or civil action relating to any Subcontractors and suppliers for any work, labor, material, or equipment performed at, or supplied to, the Project after the execution of this Agreement, but any expense incurred by Completion Contractor and its surety related its obligation to indemnify, defend and hold the Surety harmless shall not decrease the penal sum of the Performance and Payment Bonds provided by Completion Contractor and its surety. The Completion Contractor assumes responsibility for any and all billing effective upon the date of execution of this Agreement by the parties. 15. This Agreement is expressly contingent on the Completion Contractor’s timely execution of this Agreement. If after executing this Agreement the Completion Contractor does not timely furnish the bonds and insurance required by this Agreement’s Paragraphs 5, 9 and 10, then that failure is a material breach of this Agreement. If after receiving a five (5) calendar day notice to cure, the Completion Contractor does not cure its breach by providing the required bonds and insurance, then this Agreement may be terminated by the Surety or Obligee without prejudice to any rights or remedies of the Surety or Obligee, and the Completion Contractor shall be liable to the Surety and the Obligee for any and all damages, direct or indirect, actual or consequential, including, but not limited to, all costs of re-bidding the Project, any cost or price difference between the Completion Contractor’s Price and any new contractor’s price to complete the Project, along with any and all damages of the Surety and/or the Obligee, related to or arising from the Completion Contractor’s termination. 16. Except as expressly provided in this Agreement, nothing in it shall be construed as a waiver of any rights of the Obligee or Surety against Principal. 17. It is understood and agreed that this Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Texas. 18. This Agreement (and all its Exhibits), the Completion Contract and the Original Contract are intended to be complementary and are intended to require all work and services by the Completion Contractor necessary to complete the remaining work in compliance with this Agreement (and all its Exhibits), the Completion Contract and the Original Contract. In the case of conflict between the terms of the Agreement, the Completion Contract and the Original Contract a. This Agreement has priority over the Original Contract, the Solicitation for Offers, the Completion Contractor’s Offer-and any other agreement or document; b. The Original Contract has priority over the Solicitation for Offers, the Completion Contractor’s Offer and any other agreement or document except for this Agreement; Page 6 of 9 Tender Agreement Approved for Publication 10.09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 c. The Solicitation for Offers has priority over the Completion Contractor’s Offer and any other agreement or document except for this Agreement or the Original Contract. 19. This Agreement may be independently executed in any number of counterparts each of which when executed and delivered, shall constitute an agreement which shall be binding upon all parties notwithstanding that the signatures of all parties and/or their designated representatives do not appear on the same page. Electronic signatures shall have the same effect as original signatures. 20. This Agreement has been drafted equally by all parties and shall not be subject to the rule of construction that a written agreement is construed against the party preparing or drafting the agreement. 21. This Agreement shall extend to and be binding on the parties, their respective successors, heirs and assigns. 22. This Agreement is fully integrated and its incorporated documents constitute the complete agreement between the parties. No prior statements, oral or written, course of dealing or trade usage shall supplement or alter the terms of this Agreement. All discussions and prior agreements are merged herein. This Agreement replaces and supersedes any statements or representations the Surety, its consultants, agents, and/or attorneys have made to the Completion Contractor or Obligee. 23. Surety’s actions under this Agreement and its Performance and Payment Bonds shall forever be construed and considered as those of a surety and not a contractor. 24. This Agreement is strictly for the benefit of the parties to this Agreement and they expressly declare that they do not intend to confer any rights or benefit whatsoever on any third party 25. Any notice, consent, approval, or other communication which is provided for or required by either the Completion Contract or this Agreement must be in writing and may be delivered in person to any party or may be sent by a facsimile transmission, telegraph, courier, or registered or certified U.S. mail, with postage prepaid, return receipt requested. E-mail is an acceptable communication method. Any such notice or other written communication shall be deemed received by the party to whom it is sent (i) in the case of delivery by hand or delivery by reputable national or local courier (such as United Parcel Service or Federal Express), on the date of delivery to the party to whom such notice as addressed, (ii) in the case of facsimile transmission, e-mail or telegram, one working day after the date of successful transmission (provided that an additional copy of such notice is subsequently received within three (3) days of the facsimile transmission using the methods in (i) or (iii)), and (iii) in the case of registered or certified mail, the date receipt is acknowledged on the return receipt for such notice. All such notices and other written communication shall be sent to the persons and addresses listed below: If to Obligee:The City of Denton, Texas Development Services Building 401 North Elm Page 7 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 Denton, TX 76201 Attention: Robin Davis Email: Robin.Davis@cityofdenton.com If to Surety:Travelers Casualty and Surety Company 111 Schilling Road Hunt Valley, MD 21030 Attention: Ryan J. Slepesky Claim Counsel, Bond & SI Email: rjslepes@travelers.com If to Completion Contractor:Mountain Cascade of Texas LLC 11729 E. FM 917 Alvarado, TX 76009 Attention: Andrew McCulloch Email: AMcCulloch@mountaincascade.com The addresses and persons listed may be changed at any time by giving written notice in accordance with this Paragraph. 26. The parties and their signatories warrant that each has the power and authority to execute this Agreement. The parties voluntarily executed this Agreement based on their own independent investigations. The provisions of this Agreement shall be interpreted in a manner consistent with each other to carry out the purposes and intentions of the parties. If for any reason any provision is of this Agreement is held unenforceable or invalid, that provision shall be deemed severed from this Agreement and the remaining provisions shall not be affected. Page 8 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 Executed this 22ND day of IUNE 20 21 OBLIGEE SURETY DoeuSlgned bH By: M ly#nton TexasThe' by: By:LA LesIIe %tV9PgHb ManagIng Di rector & Its: tbd iS::i:1;yB;:su tance ConsItS. SARA HENSLEY, INTERIM CITY MANAGER COMPLETION CONTRACTOR /p-DocuS}gned by::r.Mo\rnM’e%wade of Texas LLC APPROVED AS TO LEGAL FORM DocuSlgned by: Its: vI ce-President B6745F. .. Rebecca Di vi ney Rosa R1 OS Director of capita1 projects/clty Englneer cIty Secretary Page 9 of 9 Tender Agreement Approved for Publication 10-09-07 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 EXHIBIT A DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 NORTH-SOUTH PHASE 3 . 42" WATER TRANSMISSION MAIN CITY OF DENTON PURCHASE ORDER NO. 192897 Mountain Cascade Proposal Unit 'iT;::.IT I.“„„'.'„'. 10 11 12 14 15 16 17 18 19 20 21 22 COD NcrcoG A®TEM 203.3 COD NcrcoG AM ITEM 203.3 13 47 13 General Site Preparation Corrosion Protection I swppp Plan and Implementation 1 Traffic Control Plan and Implementation 2 Portable Changeable Message Sign 6" CH)0 DR-14 PVC Water Line 12„ C900 DR-14 PVC Water Line l e Excavation Protection ( Trench Safety) 8" Blowoff Valve Assembly Fire Hydrant Assembly I Connect to Existing Fire Hydrant Assembly $300,000.00 $25,000.00 3160,000.oo m2 ms ml m3 ml m2 ml ml mg m6 m2 ml m3 $69,500.oo I ml ml a6 ml ml ms m5 ml m4 m2mI m8 ms m3 m2 ml al m2 m6 $300,000.00 $25,000.00 $160,000.00 $25,000.00 $50,000.00 $20,000.00 $7,350.00 $9,878.00 no M8 no mg m2 no $0.00 $0.00 $208,500.00 $10,000.00 $24,000.00 $13,000.00 $2,000.00 m2 m1 ml ml m3m1 $48,030.00 $17,600.00 $28,500.00 $0.00 $0.00 $20,000.oo no m2 2 -5904,344.35 COD NcrcoG AM ITEM 201 COD NcrcoG AM ITEM 201 918.00 274.00 0.00 4.9 0.00 COD NcrcoG AM ITEM 501.14 COD NcrcoG AM ITEM 501.14 COD NcrcoG AM ITEM S03.3 COD NcrcoG AM ITEM 503.3 COD NcrcoG AM 107.19.3 270.00 21.00 918.00 274.00 172.00 4.910.00 1.00 828.20 274.00 828.20 21.00 89.80 -125.00 COD NcrcoG AM ITEM 502.3 3.00 0.00 0.00 3.00 U2 33 12 33 12 33 12 16.26 6„ Gate Valve and Box 12„ Gate Valve and Box 1 42" Butterfly Valve Assembly C C Connect to Existing 16" Water Line Connect to Existing 12" Water Line Connect to Existing 42" Water Line C e Remove existing 16" and 20" Water Line I Asphalt Pavement Repair I Sidewalk Replacement I Curb and Gutter Replacement Manway Vault I Temporary Asphalt Repair s I Remove existing Buildings from Property 16" DIP Special Class 52 Ductile Iron Fittings Material Testing r E L ON HAND (MOH) 0.00 1.00 2.00 24 25 26 27 28 29 30 31 32 33 34 35 IA 47 23 ml m7 13.00 1.601.00 33 11 13.13 & 09 97 16 m4 1.00 BASE BID TOTAL ;3,585,603.45 COD NCTCOG AM ITEM 501.14 Remove/Replace - 6" C900 DR.14 PVC Water Line. Price to include any Trench Safety costs, if any, in proposal number 12" C900 DR-14 PVC Water Line. Price to include any Trench Safety costs, if any, in number COD NcrcoG AM 107.19.3 CHANGE ORDER WORK Existing bore was required to be lowered, Project EOR Field Directive 1. Provide all costs, if any, to adjust the 42” water line to accommodate the adjusted bore Existing bore was required to be lowered, Project EOR Field Directive 1. Provide all costs, if any, to adjust the 42- water line to accommodate the adjusted bore depth Existing bore was required to be adjusted due to multiple unknown conflicts. Engineer of Record (DRAFT) sheets PL.7 and PL.8. Provide all costs associated with this change in elevations rlpnth LS LS $25,000.00 $25,000.00 $2S,000.00 Remove and Replace Additional Curb & Gutter damaged by S&J, not shown on drawings to be removed and replaced 214.00 $30.00 $6,420.00 Remove & Replace Additional Sidewalk damaged by S&J, not shown on drawings to be removed and placed Remove & Replace Additional Driveway Approach damaged by S&J, not shown on drawings to be removed and replaced $212.1 $2,332.00 Remove and Replace Curb inlet top damaged by S&J, not shown on drawings to be removed and replaced.$10,000.00 "“" Ti:.==:Y.;.':,i'"'“~I :::SE:='.'',L"::';"::?::',];}::::£'.:L:'i*' I the project . Pipe #32 $12,000.00 $12,000.00 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 NORTH.SOUTH PHASE 3 - 42" WATER TRANSMISSION MAIN arT OF DENTON PURCHASE ORDER NO. 192897 Mountain Cascade Proposal4.14.21 LFGroutin8 costs for casing installed by others REVISED BID TOTAL Demobilization, includes any costs to remediate existing laydown yards (2) and all construction areas disturbed by original contractor ==MA 42" Water Line 60" x 3/4- Valve42"17 Fnyn vi.Ta $ 1.020.747$24LF $419.00172.00LF $71.349.003.00EA 176.00 DocuSign Envelope ID: E198A279-7D9A-+D2D-BC24-B266633976F5 EXHIBIT B DocuSign Envelope ID: E198A279_7D9A4D2D-BC24-B266633976F5 00 61 13 . 1 PERFORMANCE BOND Page 1 of 4 Bond Number: 107181787 1 2 3 4 5 6 7 SEcrioN OO 61 13 PERFORMANCE BOND THE STATE OF TEXAS § S g KNOW ALL BY THESE PRESENTS: COUNTY OF DENTON 8 9 10 11 12 13 14 15 16 17 That wei s & J Construction Co., Inc. 1 known as “Principal” herein and Travelers Casualty and Surety Company Of America r a corporate surety(sureties, if more than one) duly authorized to do business in the State of Texas, known as “Surety" herein (whether one or more), are held and firmly bound unto the City of Denton, a municipal corporation created pursuant to the laws of Texas, known as “City” herein, in the penal sum @ Ttl"eMlm'n Elght HL’FtdredTenTh'usand and FQ'tY EIght artd74/1m Dollars ($3,810,cn8.74 ), lawful money of the United States, to be paid in Denton, Denton County, Texas for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, joIntly and severally, firmly by these presents. 18 19 20 21 22 23 WHEREAS, the Principal has entered into a certain written contract with the City awarded the r8th day of February , 20 20 , which Contract is hereby referred to and made a part hereof for all purposes as if fully set forth herein, to furnish all materials, equipment labor and other accessories defined by law, in the prosecution of the Work, including any Change Orders, as provided for in said Contract designated as NORTH-SOUTH PHASE III 42- INCH WATER TRANSMISSION MAIN. 24 25 26 27 NOW, THEREFORE, the condition of this obligation is such that if the said Principal shall faithfully perform it obligations under the Contract and shall in all respects duty and faithfully perform the Work, including Change Orders, under the Contract, according to the plans, specifications, and contract documents therein referred to, and as well during any period of CITY OF DENTON STANDARD coNSTRUcrioN SPECIFICATION DOCUMENTS Revised September 20, 2018 Invitation for Bid NO. 72(X) North-South Phase III 42.Inch Water Transmission MaIn Do(.,uSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 00 61 13 . 2 PERFORMANCE BOND Page 2 of 4 1 2 extension of the Contract that may be granted on the part of the City, then this obligation shall be and become null and void, otherwise to remain in full force and effect. 3 4 5 PROVIDED FURTHER, that if any legal action be filed on this Bond, venue shall IIe in Denton County, Texas or the United States District Court for the Eastern DIstrict of Texas, Sherman DivisIon. 6 7 8 This bond is made and executed in compliance with the provIsions of Chapter 2253 of the Texas Government Code, as amended, and all liabIlities on this bond shall be determined in accordance with the provisions of said statue. 9 10 11 IN WITNESS WHEREOF, the Principal and the Surety have SIGNED and SEALED this instrument by duly authorized agents and officers on this the mh day of Feb"”fy 20 20 12 13 14 15 16 17 18 19 20 PRINCIPAL: S & J Construction Co.. Inc „:’,,,I„,ys„,a. ?,Had Signature trItH Name and TItle CITY OF DENTON STANbARU CONSTRUCTION SPECIFICATION DOCUMENTS Revised Septembql 20, 2018 InvitatIon for Bid No. 72CX) North.South Phase III 42-Inch Water TransmIssion MaIn I DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 00 61 13 . 3 PERFORMANCE BOND Page 3 of 4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 Address : ec,$x 5003 3'@fMf'\\t,Att®lg Witne Fas to'Principal SURETY: Travelers Casualty and Surety Company Of America BY: Signature Bradley D. Johrm 21 22 23 24 25 26 27 28 29 In Fact Name and Title Address : 1501 Mart Drive Little Rock, AR 72202 \ e I \ CITY OF DEb;TON ?T,\N9AnD coNSTxucrlON SP£CIFICATION DOCUMENTS RevIsed September 20, 2018 Invitation for Bid No. 72CX) North-South Phase III 42-Inch Water Transrnlssion MaIn Do(.,uSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 00 61 13 . 4 PERFORMANCE BOND Page 4 of 4 ! #*aW"'”Telephone 501-819-3288 Number: 3 4 5 6 7 8 9 *Note: if signed by an officer of the Surety Company, there must be on file a certified extract from the by-laws showing that this person has authority to sign such obligation. If Surety’s physical address is different from its mailing address, both must be provided. The date of the bond shall not be prior to the date the Contract is awarded. 10 CITY OF DENTON £rANDARD coNSTRUcrioN SPECIFICATION DOCUMENTS Revised September 2D, 2018 Invitation for Bid NO. 72CX) North-South Phase III 42.Inch Water TransmIssion MaIn DocuSign Envelope ID: E198A279_7D9A4D2D-BC24-B266633976F5 00 61 14 . 1 PAYMENT BOND Page 1 of 4 Bond Number: 107181787 1 2 3 4 5 6 SEcrioN OO 61 14 PAYMENT BOND THE STATE OF TEXAS g 6 g KNOW ALL BY THESE PRESEirrs: COUNTY OF DENTON 7 8 9 10 11 12 13 14 15 16 17 That we/ S & J Construction Co', Inc' 1 known as “principal” herein1 and Travelers Casualty and Surety Company Of America p a corporate surety (sureties), duly authorized to do business in the State of Texas, known as “Surety" herein (whether one or more), are held and firmly bound unto the City of Denton, a municipal corporation created pursuant to the laws of the State of Texas, known as “City" Three Million EIght Hundred Ten Thousand and Forty EIght and 74/ICD herein, in the penal sum of - - - Dollars ($ 3,810,048'74 ), lawful money of the United States, to be paid in Denton, Denton County, Texas, for the payment of which sum well and truly be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents: 18 19 20 21 22 23 WHEREAS, Principal has entered into a certain written Contract with City, awarded the r8th day of February , 20 20 , which Contract is hereby referred to and made a part hereof for all purposes as if fully set forth herein, to furnish all materials, equipment, labor and other accessories as defIned by law, in the prosecution of the Work as provided for in said Contract and designated as NORTH-SOUTH PHASE III 42-INCH WATER TRANSMISSION MAIN. 24 NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that if Principal shall 25 pay all monies owing to any (and all) payment bond beneficiary (as defined in Chapter 2253 of 26 the Texas Government Code, as amended) in the prosecution of the Work under the Contract, CITy OF DENTON InvitatIon for Bid No. 72(D STANDARD CONSTRUCTION SPECIFICATION DO<.'UMENTSNorth-South Phase III 42-Inch Water TransmissIon Main Revised September 20, 2018 DocuSign Envelope ID: E198A279_7D9A4D2D-BC24-B266633976F5 00 61 14 . 2 PAYMENT BOND Page 2 of 4 1 2 then this obligation shall be and become null and void; otherwise to remain in full force and effect. 3 4 5 6 This bond is made and executed in compliance with the provisions of Chapter 2253 of the Texas Government Code, as amended, and all liabilities on this bond shall be determined in accordance with the provisions of said statute. CITY OF DENTON STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth-South Phase III 42.Inch Water Transmission MaIn RevIsed September 20, 2018 Invitation for Bid No. 7200 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 00 61 14 - 3 PAYMENT BOND Page 3 of 4 1 IN WITNESS WHEREOF, the Principal and Surety have each SIGNED and SEALED this 2 instrument by duly authorized agents and officers on this the 24th day of 3 February . 20 20 4 PRINCIPAL: S & J Construction Co., Inc. ArrEST: C$77 S©)III , q?.tApi Name and Title Addre„, pa, Box 5003 l;ubanv i IIeIAf 72618 SURETY: Travelers Casualty and Surety Company Of America ArrEST: Cll Y OF DENTON InvItation for Bid No. 7200 STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth.South Phase III 42.Inch Water TransmIssion Main Revised September gp, 2018 Do(.,uSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 00 61 14 . 4 PAYMENT BOND Page 4 of 4 BFaBnFToInFoTrltETraTHRTF– Name and Title(Surety) Secretary1 Address: 1501 Mart Drive % LIttle Rock, AR 72202 Witness as to Surety Telephone Number: SO1-819-3288 1 2 3 4 5 Note: if signed by an officer of the Surety, there must be on file a certified extract from the bylaws showing that this person has authority to sign such obligation. If Surety’s physical address is different from its mailing address, both must be provided. 6 THE DATE OF THE BOND SHALL NOT BE PRIOR 7 TO THE DATE THE CONTRACT IS AWARDED. 8 9 END OF SEcrION 1 1 :b : I II ; H 1B \ \ B1: b {\ p nI C tTY OF DENTON I Invitation for Bid No. 72CX) STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth.South Phase III 42.Inch Water Transmission MaIn RevIsed September 20, 2018 DocuSign Envelope ID= E198A279-7D9A4D2D-BC24-B266633976F5 00 61 19 . 1 MAINTENANCE BOND Page 1 of 4 Bond Number: 107181787 1 2 3 4 5 6 7 SEcrioN OO 61 19 MAINTENANCE BOND THE STATE OF TEXAS 9 g g KNOW ALL BY THESE PRESENTS: COUNTY OF TARRANT 8 9 10 11 12 13 14 15 16 17 That we S & J Construction Co., Inc. 1 known as “principal” herein and Travelers Casualty and Surety Company Of America la corporate surety (sureties, if more than one) duly authorized to do business in the State of Texas, known as “Surety" herein (whether one or more), are held and firmly bound unto the CitY of Denton, a municipal corporation created pursuant to the laws of the State of Texas, known as “City" Three Million Eight Hundred Ten Thousand and Forty EIght and 74/100 herein, in the sum d Dollars ( S 3’81cl’048'74 ), lawful money of the United States, to be paid in Denton, Denton County, Texas, for payment of which sum well and truly be made unto the City and its successors, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. 18 19 20 21 22 23 24 25 WHEREAS, the Principal has entered into a certain written contract with the City awarded the 18th day of February , 20 20 , which Contract is hereby referred to and a made part hereof for all purposes as if fully set forth herein, to furnish all materials, equipment labor and other accessories as defined by law, in the prosecution of the Work, including any Work resulting from a duly authorized Change Order (collectively herein, the “WorK’) as provided for in said contract and designated as NORTH-SOUTH PHASE III 42-INCH WATER TRANSMISSION MAIN.; and 26 27 28 WHEREAS, Principal binds itself to use such materials and to so construct the Work in accordance with the plans, specifications and Contract Documents that the Work is and will CITY OF DENTON STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth.South Phase III 42.Inch Water Transmission MaIn RevIsed $eptemtnr 2g, 201 B Invitation for Bid No. 72CX) Do(.,uSign Envelope ID: E198A279_7D9A4D2D-BC24-B266633976F5 00 61 19 . 2 MAINTENANCE BOND Page 2 of 4 1 2 remain free from defects in materials or workmanshIp for and during the period of two (2) years after the date of Final Acceptance of the Work by the CIty (“Maintenance Period"); and 3 4 5 WHEREAS, Principal binds itself to repair or reconstruct the Work in whole or in part upon receiving notice from the City of the need therefor at any time within the Maintenance Period. 6 7 8 9 10 NOW THEREFORE, the condition of this obligation is such that if Principal shall remedy any defective Work, for which timely notice was provided by City, to a completion satisfactory to the City, then this obligation shall become nun and void; otherwise to remain in full force and effect 11 12 13 14 15 PROVIDED, HOWEVER, if Principal shall fail so to repair or reconstruct any timely noticed defective Work, it is agreed that the City may cause any and all such defective Work to be repaired and/or reconstructed with all associated costs thereof being borne by the Principal and the Surety under this Maintenance bond; and 16 17 18 19 PROVIDED FURTHER, that if any legal action be filed on this Bond, venue shall lie in Denton County, Texas or the United States District Court for the Eastern District of Texas, Sherman Division; and 20 21 22 PROVIDED FURTHER, that this obligation shall be continuous in nature and successive recoveries may be had hereon for successive breaches. 23 24 25 CITY OF DENTON STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth-South Phase III 42-Inch Water TransmissIon Main RevIsed September 20, 2016 Invitation for Bid No. 72(X) DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 00 61 19 . 3 MAivrENANCE BOND Page 3 of 4 1 2 3 IN WITNESS WHEREOF, the Principal and the Surety have each SIGNED and SEALED this instrument by duly authorized agents and officers on this the 24th day of February 4 5 6 7 8 9 10 PRINCIPAL: S & J Construction Co.. Inc 11 12 13 14 bBY ;ignatu re ArrEST: ae'qYrr,I+l\,R4M£J Name and Title Address : QO.BoxSoa3 dC„kG,doth,Artavrg SURETY: CITY OF DEMroN STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth.South Phase III 42.Inch Water TransmIssion MaIn RevIsed $eptqmber 2g, 2018 InvItatIon for Bid No. 72CX) DocuSign Envelope ID: E198A279-7D9A-+D2D-BC24-B266633976F5 00 61 19 - 4 MAINTENANCE BOND Page 4 of 4 Travelers CasualtY and SuretY Company Of AmerIca 3 4 6 7 8 9 BY: Signature 12 13 ArrEST: E H&r)d Name and Title 14 15 16 17 Address : (Surety) Secre 1501 Mart Drive 18 19 Little Rock, AR 72202 20 21 22 23 24 25 26 27 Witness as to Surety Telephone 501.81s3288 Number: * Note:If signed by an officer of the Surety Company, there must be on file a certified extract from the by-laws showing that this person has authority to sign such obligation. If SuretVs physical address is different from its mailing address, both must be provided. The date of the bond shall not be prior to the date the Contract is awarded,/ 'J t . . II \.28 CITY OF DEvrON STANDARD CONSTRUCTION SPECIFICATION DOCUMENTSNorth-South Phase III 42.Inch Water TransmissIon MaIn RevIsed September 2D, 20 lg Invitation for Bid NO. 72CD DocuSign Envelope ID: E198A279_7D9A4D2D-BC24-B266633976F5 TRAVELERSf Travelers Casualty and SuretY Company of Ameria Travelers Casualty and Surety Company St Paul FIre and Marine Insurance Company KNOW ALL MEN BY THESE PRESENTS: That Travelers Casualty and Surety Company of AmerIca. Travelers Casualty and Surety Company, and St. Paul nn and Marine Insurance Company are corporations duty organIzed under the laws of the State of ConnectIcut (hereIn collectively c8lbd tIn -Companies'), arxl that the Companies do Inreby make, constitrIe arxl appoint Bradley D. Johnson, of LIttle Rock, Arkansas, their true and lawful Attomey-in-Fact to sIgn. execute. seal and acknoudedge any amI all bands, recognizance s, corxlitlonal urxlertakings arxl other u#ttings oblig8tory in the nature thereof onbehaF of the Companies in theIr business of guawReeirlg the fideIIty of penor6, guaranteeIng the performance of contracts ard executing or guaranteeIng bonds and undertakings required or permitted in any actions or proceedings allawd by law POWER OF ATrORNEY IN WITNESS WHEREOF. the Companies have aaused this Instrument to be sigred, ard their corporate seals to be hereto aflxed , thIs 3rd day of February,2017 State of Connecticut City of Hartford ss. On this the 3rd day of February, 2017, before me personally appeared Robert L. Raney, who acknavaedged hImself to in the Senior Vloe President of Travelers Casualty and Surety Company of America, Travelers Casuatty and Surety Company, and St. Paul Fire and Marine Insuranoe Company, and that he, as such. EwIng authorized so to do, executed the foregoing instrument for the purposes therein contaIned by sIgnIng on behatf of the corporations by himself as a duly authorized officer. In VWtne ss Whereof , I hereunto set my hand and official seal. My CommIssIon expires the 30th day of June, 2021 LaI\Lb C tahIAurf I tary PLkiInc This Power of Attorney is granted under and by the authorIty of the following resolutions adopted by the Boards of DIrectors of Travelers Casualty and Surety Company of America, Travelers Casualty and Surety Cnnpany, and St. Paul FIre and Marine Insurance Company, which resolutions are now in full force and effect, readIng as follows: RESOLVED, that the Chairman, the PresIdent, any Vice ChaIrman, any ExecutIve Vin PresIdent, any SenIor Mce PresIdent, any Mce Pr®ldent, any Second Vice President, the Treasurer, any AssIstant Treasurer. the Corporate Secretary or any Assistant Secretary may appoint AttorneysqnFact arxi Agents to act for and on behalf of the Company and may give such appointee 3uc;h authority as his or her certificate of authority may prescatn to sign with the Company's name and seal with the Company's seal bonds, ecognlzances, contracts of Indemnity. and other wrItings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said offioers or the Board of Directors at any time may remove any such appoIntee and revoke the power gIven him or her; and it is FURTHER RESOLVED, that the ChaIrman, the PresIdent, any Moe Chairman, any Executive Mce President, any Senior Mce President or any Vioe PresIdent may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each swh detegation is in writing and a copy thereof is filed in the office of the Secretary; and h is FURTHER RESOLVED, that any bond, recognIzance. contract of irxlemntty, or vwtting obligatory in ttn nature of a bond, recognIzance, or condItional undertaking shall be valid and binding upon the Company vWten (a) sIgned by the President, any Vice Chairman, any Executive Vice Presklent, any Senior Vice PresIdent or any VIce Presklent, any Second Mce President, the Tr8asurer, any Assistant Treasurer. the Corporate Secretary or any Assistant Secretary and duly attested and sealed Mh the Company's seal by a Secretary or Assistant Secretary; or (b) duty executed (under seal, if requireM8 one or more Attorneys-in-Fact and Agents pursuant to the power prescribed in hIs or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED, that the signature of each of the follovdng officers: PresIdent, any Executive Vice President, any Senior VIce Presklent, any Moe President, any Assistant Vice PresIdent, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimIle to any Power of Attorney or to any certificate relatIng thereto appointing Resident Vice PresIdents, Resident Assistant Secretaries or Attorneys-In-Fact for purposes onV of executIng and attestlng bonds and undertakings and other witings obligatory h th nature thereof, and any such Power of Attorney or certificate bearing such faaimile signature or facsimile seal shall be vatid and binding upon the Company and any such power so executed and oerttfied by such fawimib signature and fa®imlle seal shall be valid and bIndIng on the Company in the future with respect to any bond or understanding to u+rich it is attached I. KevIn E. Hughes, the undersIgned, AssIstant Secretary of Travelers Casualty and Surety Company of America, Travelers Casualty and Surety Company. arxJ St. Paul Fire and Marine Insurance Company, do hereby certIfy that We above and foregoing is a true and correct copy of the Powr of Attorney executed by saId Companies, U+ItCh remains in full force amI effect. Dated thIs nth dayof F,t.„„V To veHfy the authentidty of this Power of Attorney, please all us at 1400+21-3880. Please refer to the above-named Attorney.In'Fact and the details of the bond to whIch the power is attached. DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 EXHIBIT C DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 FREESE eNicHOLS Client: City of Denton Document: North-South Phase III 42-Inch Water Trar e O. FNID Date: May 4, 2021 1 2 3 4 IGENERAL E}rlments below denote observed conditions but do not constitute an exhausted llist of concerns. Each pipe joint is to be properly inspected and issues addressed before being installed o RakTi;anTi=g==i L c d before insta11ation (per spec) I All lining to be inspected for cracks per specs e MKMXMm GENERAL GENERAL 7 8 9 10 11 12 13 14 GENERAL lwhere have Covalence shrink sleeves been stored? Did not see them on site GENERAL IThrooughly inspect peipe in park due to extended public access and vandalism F1 MK 64 MK 1 MK 7 MK 13 MK 17 MK 18 MK 20 MK 21 MK 22 MK 23 MK 24 MK 25 MK 28 MK 32 MK 36 MK 38 MK 41 MK 43 MK 45 MK 45, 47 MK 53 MK 55 MK 89 mM mM mI IK 118 HK 112 W 134, 132 M 138, 139 MK 136 MK 154 MK 152, 137 MK 124 MK 159 MK 175 MK 155 MK 184 MK 187 MK 161, 162 MK 111, 119 MK 129, 142 MK 169 6 lgllK£E31 MK 143 m© idM o inside, crack in mortar) =HemiaTi;inTi=ii On curb mr Lining concernFomInii mr Lining concern [MMI rocks, o£Bc adIe Mse to curb Lining concern Reject - car hitas = O;;lili a I ;i Bells touching each other MmIii==;=e=3tliTa Mortar concern metding outlet to ii–m) No cover mEng at end No cover a Wba=Fatli o O I o I I Mortar concem Cover off Mortar crackin Cover ofF:–cTiFIiiiTtl-r- mLChing each other He o mr o No cover No cover 21 22 23 24 25 26 27 28 32 33 34 35 36 37 38 44 45 46 47 52 53 54 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 EXHIBIT D DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 EXHIBIT D THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY ADDITIONAL INSURED ENDORSEMENT Policy No: [the “POLICY“] Insured:_[the “CONTRACTOR”] Project:North-South Phase III 42-Inch Water Transmission Main IFB #7200, Engineering Project No. 180006, DTN 12314 [the “PROJECT”] Policy Type: The POLICY, and all coverage parts thereunder, is hereby amended to include The City of Denton, Texas (“City of Denton”) and Travelers Casualty and Surety Company of America (“Travelers”), as an insured, as that term is defined in the POLICY, for purposes of all coverage afforded by the POLICY, but only with respect to liability arising out of CONTRACTOR’s ongoing operations performed for the City of Denton on the PROJECT. The POLICY, and all coverage parts thereunder, is hereby amended to provide that in the City of Denton’s or Travelers’ sole and absolute discretion the City of Denton or Travelers may satisfy by payment any deductible or self-insured amounts that are conditions precedent to coverage under the POLICY. The POLICY is primary to and non-contributory with the insurance issued directly to the persons or organizations mentioned in this endorsement. DocuSign Envelope ID: E198A279-7D9Az}D2D-BC24-B266633976F5 EXHIBIT E DocuSign Envelope ID: E198A279-7D9AdID2D-BC24-B266633976F5 EXHIBIT E THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY NOTICE OF CANCELLATION OR MODIFICATION ENDORSEMENT Policy No: Insured: [the “POLICY”] [the “CONTRACTOR’] Project :North-South Phase III 42-Inch Water Transmission Main IFB #7200, Engineering Project No. 180006, DTN123 14 [the “PROJECT”] Policy Type : Number of Days’ Notice: 30 Calendar Days If any change (a “Change”) in the POLICY is requested, or will be made for any reason, or if the POLICY will be cancelled for any reason (a “Cancellation”), or if the POLICY will lapse or expire by its own terms (an “Expiration”), the insurer who provided the POLICY agrees that the Change, Cancellation, or Expiration shall not be effective until thirty (30) calendar days after written notice of the Change, Cancellation, or Expiration has been provided to: The City of Denton, Texas – Development Services Building Robin Davis, Project Manager 401 North Elm Denton, TX 76201 AND Travelers Casualty and Surety Company of America Ryan J. Slepesky, Claim Counsel 111 Schilling Road Hunt Valley, MD 2103 1 DocuSign Envelope ID: E198A279-7D9A4D2D-BC24-B266633976F5 Exhibit CIQ CONFLICT OF INTEREST QUESTIONNAIRE - For vendor or other person doing business with local governmental entit' L hg., Regular Session. FORM CIQ This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. N W MountaIn Cascade of Texas LLC 2 U Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate 3 Name of local government officer about whom the information in this section is being disclosed. N/A Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Govemment Code. Attach additional pages to this Form CIQ as necessary. A.Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? = Yes E No B Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? [] Yes [] No C Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? E ,“n ,„, D,Describe each employment or business and family relationship with the local government officer named in this section. 4 5 B] I have no Conflict of Interest to disclose. 6/17/2021 ing business with the Date