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. . CONSTRUCTION AGREEMENT SLURRY SEAL- 2013 BETWEEN CITY OF MOSCOW, IDAHO AND INTERMOUNTAIN SLURRY SEAL, INC. THIS CONSTRUCTION AGREEMENT BETWEEN CITY OF MOSCOW, IDAHO AND INTERMOUNTAIN SLURRY SEAL, INC. (hereinafter "Agreement), dated this \ su---day of I , 2013, by and between the City of Moscow, Idaho, a municipal corporation of the State of Idaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter "City") and Intermountain Slurry Seal, Inc., P 0 Box 26754, Salt Lake City, Utah, 84126 (hereinafter "Contractor"); WITNESSETH: WHEREAS, pursuant to the invitation of City, extended through an officially published "Advertisement for Bids", Contractor did, in accordance therewith file with City a proposal containing an offer which was invited by said notice; and WHEREAS, City has determined that said offer was the lowest and best submitted; NOW THEREFORE, the parties to this Agreement, in consideration of the mutual covenants anq stipulations set out, agree as follows: ARTICLE 1. CONTRACT DOCUMENTS The Contract Documents which comprise the entire agreement between City and Contractor concerning the work to be performed are this Agreement, pages one through and the following: 1. Advertisement for Bids; 2. Project Specifications titled: Slurry Seal - 2013 Project No. 104-013 3. Bid/Proposal of Contractor, dated March 5, 2013, physically attached to this Agreement; 4. The Engineering Plans (n/a this Agreement); 5. Performance and Payment Bonds and Insurance Certificates, physically attached to this Agreement; 6. No Addendum issued prior to opening of bids, attached to this Agreement; 7. Change Orders which may be delivered or issued after the effective date of this Agreement. There are no Contract Documents other than those listed in Article 1. This Agreement may only be amended by change order as provided in the General Conditions. SLURRY SEAL- 2013 CiTY AND INTERMOUNTAIN SLURRY SEAL PAGE I OF5 ---PAGE BREAK--- ARTICLE2. WORK Contractor shall complete the entire work as specified, indicated and required under the Contract Documents for City of Moscow project (hereinafter "Project") titled: SLURRY SEAL - 2013 ARTICLE3. AGREEMENT TIME/SUBSTANTIAL COMPLETION The work to be performed pursuant to this Agreement shall start no earlier than July 15, 20 13 and be completed no later than August 16, 20 13. The work shall be completed on or before thirty (30) calendar days from the commencement of work, unless adjustment of the contract time is made in accordance with the provisions of the Contract Documents. No work shall be allowed on a weekend and no work shall be allowed on Main Street from Thursday through Sunday. Contractor shall begin work in conformance with the Contract Documents and shall complete the work prior to the date of completion. ARTICLE4. CONTRACT SUM City shall pay Contractor for completion of the Work in accordance with the Contract Documents in current funds the amount of One Hundred Twenty Two Thousand Seven Hundred Ninety Six and Twenty Four One/Hundredths Dollars ($122,796.24) for Base Bid and No Alternates. Said Contract Sum shall be paid in accordance with the Contract Documents. ARTICLES. INDEPENDENT CONTRACTOR The parties warrant by their signature that no employer-employee relationship is established between Contractor and City by the terms of this Agreement. It is understood by the parties hereto that Contractor is an independent contractor and as such neither it nor its employees, agents, representatives or subcontractors, if any, are employees of City for purposes of tax, retirement system, or social security (FICA) withholding. ARTICLE6. SCOPE OF SERVICES Contractor shall perform all services required by the Contract Documents. All work shall be completed in accordance with the specifications and plans established for this Project. SLURRY SEAL- 2013 CITY AND INTERMOUNTAIN SLURRY SEAL PAGE 2 OF 5 ---PAGE BREAK--- ARTICLE 11. LEGAL FEES In the event either party incurs legal expenses to enforce the terms and conditions of this Agreement, the prevailing party is entitled to recover reasonable attorney's fees and other costs and expenses, whether the same are incurred with or without suit. ARTICLE 12. SPECIAL WARRANTY Contractor warrants that nothing of monetary value has been given, promised or implied as remuneration or inducement to enter into this Agreement. Contractor further declares that no improper personal, political or social activities have been used or attempted in an effort to influence the outcome of the competition, discussion, or negotiation leading to the award of this Agreement. Any such activity by Contractor shall make this Agreement null and void. ARTICLE 13 COMMUNICATIONS Such communications as are required by this Agreement shall be satisfied by mailing or by personal delivery to the parties at the following address: Contractor: Intermountain Slurry Seal, Inc. P 0 Box 26754 Salt Lake City, UT 84126 City: ARTICLE 14. EXECUTION City of Moscow 206 E. 3rd Street P 0 Box 9203 Moscow, Idaho 83843 IN ·WITNESS WHEREOF, said Contractor and the City have caused this Agreement to be executed on· the day and year first above written. SLURRY SEAL- 2013 CITY AND INTERMOUNTAIN SLURRY SEAL PAGE4 OF 5 ---PAGE BREAK--- ARTICLE7. HOLD HARMLESS/INDEMNIF ICATION In addition to other rights granted City by the Contract Documents, Contractor shall indemnify and save harmless the Engineer and City, its officers and employees, from all suits, actions, or claims of any character brought because of any injuries or damages received or sustained by any person, persons, or property on account of the operations of Contractor or its subcontractors; or on account of or in consequence of any neglect in safeguarding the work; or through use of unacceptable materials in constructing the work; or because of any act or omission, neglect, or misconduct of Contractor or its subcontractors; or because of any claims or amounts recovered from any infringements of patent, trademark or copyright; or from any claims or amounts arising or recovered under the Workmen's Compensation Act or any other law, ordinance, order or decree. ARTICLE 8. CONF LICT OF INTEREST Contractor covenants that it presently has no interest and will not acquire any interest, direct or indirect, in the Project which would conflict in any manner or degree with the performance of its services hereunder. Contractor further covenants that, in performing this Agreement, Contractor will employ no person who has any such interest. Should any conflict of interest arise during the performance of this Agreement, Contractor shall immediately disclose such conflict to the Project Engineer/Engineer and City. ARTICLE9. ENTIRE AGREEMENT, MODIF ICATION AND ASSIGNABILITY This Agreement and the exhibits hereto contain the entire agreement between the parties, and no statements, promises, or inducements made by either party, or agents of either party are valid or binding unless contained herein. This Agreement may not be enlarged, modified or altered except upon written agreement signed by the parties hereto. Contractor may not subcontract or assign its rights (including the right to compensation) or duties arising hereunder other than, as contemplated by the Contract Documents, without the prior written consent and express authorization of City. ARTICLE 10. ADHERENCE TO LAW REQUIRED All applicable local, state and federal statutes and regulations are hereby made a part of this Agreement and shall be adhered to at all times. Violation of any of these statutes or regulations by Contractor shall be deemed material and shall subject Contractor to termination of this Agreement for cause. No pleas of misunderstanding or ignorance on the part of Contractor will in any way serve to modify the provisions of this requirement. Contractor and its surety shall indemnify and save harmless City and its employees, agents and representatives against any claim or liability arising from or based on the violation of any such laws, codes, ordinances, or regulations, whether by Contractor, Contractor's employees, or its subcontractors. SLURRY SEAL- 2013 CiTY AND INTERMOUNTAIN SLURRY SEAL PAGE3 OF5 ---PAGE BREAK--- SEE ATTACHED CALIFORNIA ACKNOWLEDGMENT ACKNOWLEDGMENT State of _ ) ) :ss County of _ _ ) On this day of , 2013 , personally appeared and known to me to be the and of Intermountain Slurry Seal, Inc., described in the above document and acknowledged to me they executed the same. Notary Public residing at: _ (seal) My commission expires: _ SLURRY SEAL· 20 I J CITY AND INTERMOUNTAIN SI.UI)RY SEAL PAGES tW5 ---PAGE BREAK--- 4 j I \ ACKNOWLEDGMENT State of California County of _ C _r _uz _ On April 4. 2013 before me V.J. Fox (insert name and title of the officer) personally appeared Kathleen Schreckengost and P. Johnson who proved to me on the basis of satisfactory evidence to be the per son(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the i nstrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ; · · comm. 1948644 1 fa V.J.FOX = ·1 !l NOtARY PtJBUC-CAUFORNIA SANTACRUZCOUNIY r / . MY coMMISSION EXPIRES SEPT 16. 2015 Signature r V.J. X ---PAGE BREAK--- CHUBB GROUP OF INSURANCE COMPANIES CHUBB Surety Department, 15 Mountain View Road, P.O. Box 1615, Warren, NJ 07061-1615 Phone: (908} 903-3485 • Facsimile: (908) 903-3656 FEDERAL INSURANCE COMPANY * PERFORMANCE BOND 82323132 Federal 1 05882898 Travelers Bond No. 09094327 F&D Premium Amount$ 270.00 Know All Men By These Presents, That we, INTERMOUNTAIN SLURRY SEAL, INC. * (hereinafter called the Principal), as Principal, and the FEDERAL INSURANCE COMPANY, Warren, New Jersey, a corporation duly organized under the laws of the State of lndiana:(hereinafter called the Surety), as Surety, are held and firmly bound unto City of Moscow (hereinafter called the Obligee), in the sum of One Hundred Twenty Two Thousand Seven Hundred Ninety Six and 24/100---- Dollars ($122,796.24----- for the payment of which we, the said Principal and said Surety, bind ourselves, our heirs, executors, administrators, successors. and assigns; jointly and severally, firmly by these presents. Sealed with our seals and dated this April 4, 2013 WHEREAS, the Principal entered into a certain Contract with the Obligee, for Slurry Seal - 2013 in accordance with the terms and conditions of said Contract, which is hereby referred to and made a part hereof as if fully set forth herein. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that If the above bounden Principal shall well and truly keep, do and perform each and every, all and singular, the matters and things in said Contract set forth and specified to be by said Principal kept, done and performed, at the times and in the manner in said Contract specified, or shall pay over, make good and reimburse to the above named Obligee, all loss and damage which said Obligee may sustain by reason of failure or default on the part of said Principal so to do, then this obligation shall be null and void; otherwise shall remain in full force and eff9lÌt. subject however, to the following conditions: Executed in 1 Counterpart Fonn (Rav. 11-99) (over) ---PAGE BREAK--- Any suit under this bond must be instituted before the expiration of two years from the date en which 'final payment under the Contract falls due. No right of action shall accrue on this bond to or for the use of any person or corporation other than the Oblige$ named herein or the heirs, executors, administrators or successors of the Obligee. · · *Travelers Casualty & Surety Company of America, Fidelity & Deposit Company of Maryland, Jointly and Severally Liable **Hartford, CT; Baltimore, MD, respectively ***Connecticut; Maryland, respectively INTERMOUNTAIN SLURRY SEAL, INC. FEDERAL INSURANCE COMPANY* By: - Astle}IStiOil;Atorney in Fact ---PAGE BREAK--- ACKNOWLEDGMENT State of California County of Santa Cruz On April 4. 2013 before me, V.J. Fox (insert name and title of the officer) personally appeared s_h_l_ ey"--S_t i_n_ s_ o_n _ _ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies.), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature /2 F- V.J.Fox T • • V. J. FOX• • ;s .і comm. 1948644 $ l " ' NOTARY PI.IBUc-cAUFORNIA ' 1. SANTA CRUZ COUNlY . MY COMMISSION EXPIRES SEPT 16. 2015 (Seal) ---PAGE BREAK--- CHUfSIB CHUBB GROUP OF INSURANCE COMPANIES Surety Department, 15 Mountain View Road, P.O. Box 1615, Warren, NJ 0"1061-1615 Phone: (908} 903-3485 • Facsimile: (908} 903-3656 FEDERAL INSURANCE COMPANY * 82323132 Federal PAYMENT BOND 1 05882898 Travelers Bond No. 09094327 F&D Premium Amount$ Premium included in Know All Men By These Presents, Performance Bond That we, INTERMOUNTAIN SLURRY SEAL, INC. • (hereinafter called the Principal), as Principal, and the FEDERAL)JéSURANCE COMPANY, Warren, New Jersey, a corporation duly organized under the laws of the State of Indiana, (hereinafter called the Surety), as Surety, are held and firmly bound unto City of Moscow (hereinafter called the Obligee), in the penal sum of One Hundred Twenty Two Thousand Seven Hundred Ninety Six and 24/100----- Dollars ($122,796.24----- ) , for the payment of which we, the said Principal and the said Surety, bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal entered into a certain Contract with the Obligee, dated for Slurry Seal - 2013 in accordance with the terms and conditions of said Contract, which is hereby referred to and made a part hereof as if fully set forth herein. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal shall pay all lawful claims of sub-contractors, materialmen, or laborers for labor performed or materials fumished directly to the Princi pal, in the performance of said Contract, we agreeing that this bond shall be for the benefit of any sub-contractor, materialmen or laborer having a just claim, then this obligation shall be void; otherwise to remain in full force and effect, subject, however to the following condition: No suit or action shall be commenced hereunder by any claimant: a) After the expiration of one year following the date on which Principal ceased work on said Contract, it being understood, however, that if any limitation embodied in this bond is prohibited by any law controlling the construction hereof such limltion shall be deemed to be amended so as to be equal to the minimum period of limitation permitted by such law. Fonn 16-02-ooo9 (Rev. 11-99) (over) Executed in 1 Counterpart ---PAGE BREAK--- b) Other than in a state court of competent jurisdiction in and for the county or other political $Ubdivisior. of the state in which the Project, or any part thereof, is situated, or in the United States District Court for the distriot in which the Project, or any part thereof, is situated, and not elsewhere. Sealed with our seals and dated this April 4, 2013 *Travelers Casualty & Surety Company of America, Fidelity & Deposit Company of Maryland, Jointly and Severally Liable **Hartford, CT; Baltimore, MD, respectively ***Connecticut; Maryland, respectively INTERMOUNTAIN SLURRY SEAL, INC. FEDERAL INSURANCE C MPANY By: 8 Ash tin , A orney m Fact ---PAGE BREAK--- ACKNOWLEDGMENT State of California County of Santa Cruz On April 4. 2013 before me, V.J. Fox (insert name and title of the officer) personally appeared s n _ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature M V.J. Fo r · · · V. J. FOX • } I . · Comm. 1948644 Ji NOTARY PU8UC-cAUI'ORNIA i! SANTA CRUZ COUNTY (Seal) • MY COMMISSION EXPIRES SEPT 15, 2015 ---PAGE BREAK--- Chubb Surety POWER OF ATTORNEY Federal Insurance Company VIgilant Insurance Company Indemnity Company Attn: Surety Department 15 Mountain View Road Warren, NJ 07059 Know All by These Presents, That FEDERAL INSURANCE COMPANY,. an Indiana corporation, VIGILANT INSURANCE COMPANY, a New York corporation and PACIFIC INDEMNITY COMt"ANY, a Wisconsin COJJ)oration, do each hereby constitute and SJ?JlOint Jigisha Desai, John 0. Gilliland, P. Johnson, Kathleen Schreckengost, Ashley Stinson and Ltllian Tse of Watsonville, California eadln lltelr true and lawful Attomey- in· Fact to execute under &uCh designation in their names and to allix lltelr c:orporate seals to end deliver for and on their behalf as surety thereon or otheiWise, bonds and undertakings and other wriUngs obligatory in the nature tharaof (other than ball bonds) given or exec:utad in lite CXIUrse of business on behalf of Granite COnstrucUon JncoiJ!OOI ed and all SUbsidiaries alone or In joint in connection wi1h bids. proposals or contracts to or Wilh the United States of Amenca, any state or political subdivision thereof or any person, firm or corporaUon. And the eJCialllon of $UCh bond or obligation by such Attorney- In- Fact in lt1e Company's name and on Its behalf as surety thereon or olhetWiS&, under Its corporate seal, in pursu of the aulhorlly hereby conferred shall, upon delivery thereof, be valid and binding upon 1he Company. In Wilneia Whereof, $Bid FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY have eacllexecull