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14-1202_BOUDREAU PIPELINE CORP_Construction Contract CONSTRUCTION AGREEMENT THIS AGREEMENT is made, entered into,and shall become effective this day of 2014, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and Boudreau Pipeline Corporation (hereinafter referred to as the "Contractor"). RECITALS: WHEREAS, City desires to retain the services of Contractor regarding the City's proposal to construct the Northwest Open Space Park Phase 1 Sanitary Sewer Improvements, per the plans by RCE Consultants Inc; and WHEREAS, Contractor is qualified by virtue of experience, training, education and expertise to accomplish such services. NOW, THEREFORE, City and Contractor mutually agree as follows: Section 1. Scol2e of Work. The scope of work to be performed by Contractor shall consist of those tasks as set forth in Exhibit "A", the plan set by RCE Consultants Inc. titled "Northwest Open Space Phase 1 —Sanitary Sewer Improvements,"dated September 11, 2014;and Exhibit"B" the specifications bearing the same name and dated September 11, 2014, attached and incorporated herein by reference. To the extent that there are any conflicts between the provisions described in Exhibit "A" and Exhibit "B" and those provisions contained within this Agreement, the provisions in this Agreement shall control. Section 2. Time of Commencement and Completion Contractor agrees to commence the Project within ten (10)calendar days from the date set forth in the"Notice to Proceed." The Contractor shall diligently prosecute the work to completion within the time allocated in Section 11 below; excluding delays caused or authorized by the City. All work must be completed within 40 calendar days after the date specified in the Notice to Proceed. Liquidated damages will be assessed as set forth in the Construction Agreement, Section 11, for failure to meet the specified completion date. This Agreement shall commence on the effective date and shall terminate, and all services required hereunder shall be completed, no later than 40 days from the notice to proceed. Section 3. Compensation. 3.1 Amount. Total compensation for the services hereunder shall include the bid amount of$148,000 plus a 15% contingency amount of$22,200 for a not to exceed total amount of $170,200. Contract amount of $148,000 is currently available, contingency amount of 1 Attachment 1 $22,200 is for City approved change orders only in accordance with the City's purchasing policy. 3.2 /Method of Payment. Subject to Section 3.1, Contractor shall submit monthly invoices based on total services which have been satisfactorily completed for such monthly period. The City will pay monthly progress payments based on approved invoices in accordance with this Section. 3.3 Records of Expenses. Contractor shall keep complete and accurate records of all costs and expenses incidental to services covered by this Agreement. These records will be made available at reasonable times to City. Section 4. Independent Contractor. It is agreed that Contractor shall act and be an independent contractor and not an agent or employee of City, and shall obtain no rights to any benefits which accrue to City's employees. Section 5. Limitations Upon Subcontracting and Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other entity to perform the services required without written approval of the City. This Agreement may not be assigned, voluntarily or by operation of law, without the prior written approval of the City. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. All persons engaged in the work will be considered employees of Contractor. City will deal directly with and will make all payments to Contractor. Section 6. Changes to Scope of Work. For extra work not part of this Agreement, a written authorization from City is required prior to Contractor undertaking any extra work. In the event of a change in the Scope of Work provided for in the contract documents as requested by the City,the Parties hereto shall execute an addendum to this Agreement setting forth with particularity all terms of the new Agreement, including but not limited to any additional Contractor's fees. Section 7. Familiarity with Work and/or Construction Site. By executing this Agreement, Contractor warrants that: (1) it has investigated the work to be performed; (2)it has investigated the work site(s), and is aware of all conditions there; and (3) it understands the facilities, difficulties and restrictions of the work to be 2 performed under this Agreement. Should Contractor discover any latent or unknown conditions materially differing from those inherent in the work or as represented by City, it shall immediately inform the City of this and shall not proceed with further work under this Agreement until written instructions are received from the City. Section 8. Time of Essence. Time is of the essence in the performance of this Agreement. Section 9. Compliance with Law. Contractor shall comply with all applicable laws, ordinances, codes and regulations of federal, state and local government. Section 10. Conflicts of Interest. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the services contemplated by this Agreement. No person having such interest shall be employed by or associated with Contractor. Section 11. Liquidated Damages for Delay. The parties agree that if the total work called for under this Agreement, in all parts and requirements, is not completed within the time specified in Section 2 plus the allowance made for delays or extensions authorized by the City, that the City will sustain damage, which would be extremely difficult and impracticable to ascertain. The parties therefore agree that Contractor will pay to City the sum of One Thousand Dollars and No Cents ($1,000.00) per day, as liquidated damages, and not as a penalty, for each and every calendar day during which completion of the Project is so delayed. Contractor agrees to pay such liquidated damages and further agrees that City may offset the amount of liquidated damages from any monies due or that may become due Contractor under this Agreement. Section 12. Surety Bonds. Contractor shall, before entering upon the performance of this Contract, furnish bonds one in the amount of one hundred percent (100%) of the Contract price bid, to guarantee the faithful performance of the work,and the other in the amount of one hundred percent (100°/x) of the Contract price bid to guarantee payment of all claims for labor and materials furnished. This Contract shall not become effective until such bonds are supplied to and approved by the City. Section 13. Indemnity. To the fullest extent permitted by law, Contractor agrees to protect, defend,and hold 3 harmless the City and its elective and appointive boards, officers, agents, and employees from any and all claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for injury or death of any person, or damages of any nature, including interference with use of property, arising out of, or in any way connected with the negligence, recklessness and/or intentional wrongful conduct of Contractor, Contractor's agents, officers, employees, subcontractors, or independent contractors hired by Contractor in the performance of the Agreement. The only exception to Contractor's responsibility to protect, defend, and hold harmless the City, is due to the negligence, recklessness and/or wrongful conduct of the City, or any of its elective or appointive boards, officers, agents, or employees. This hold harmless Agreement shall apply to all liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. Section 14. Insurance. On or before beginning any of the services or work called for by any term of this Agreement, Contractor, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to the City, the insurance specified below with insurers and under forms of insurance satisfactory in all respects to the City. Contractor shall not allow any subcontractor to commence work on any subcontract until all insurance required of the Contractor has also been obtained for the subcontractor. Insurance required herein shall be provided by Admitted Insurers in good standing with the State of California and having a minimum Best's Guide Rating of A-Class VII or better. 14.1 Comprehensive Geineral Liability. Throughout the term of this Agreement, Contractor shall maintain in full force and effect Comprehensive General Liability coverage in an amount not less than one million dollars per occurrence ($1,000,000.00), combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. 14.2 Comprehensive Automobile Liability. Throughout the term of this Agreement, Contractor shall maintain in full force and effect Comprehensive Automobile Liability coverage, including owned, hired and non- owned vehicles in an amount not less than one million dollars per occurrence ($1,000,000.00). 14.3 Workers' Compensation. If Contractor intends to employ employees to perform services under this Agreement, Contractor shall obtain and maintain, during the term of this Agreement, 4 Workers' Compensation Employer's Liability Insurance in the statutory amount as required by state law. 14.4 Proof of Insurance Requirements/Endorsement. Prior to beginning any work under this Agreement, Contractor shall submit the insurance certificates, including the deductible or self-retention amount, and an additional insured endorsement naming City, its officers, employees, agents, and volunteers as additional insureds as respects each of the following: Liability arising out of activities performed by or on behalf of Contractor, including the insured's general supervision of Contractor; products and completed operations of Contractor; premises owned, occupied or used by Contractor; or automobiles owned, leased, hired, or borrowed by Contractor. The coverage shall contain no special limitations on the scope of protection afforded City, its officers, employees, agents, or volunteers. 14.5 Notice of Cancellation/Termination of Insurance. The above policy/policies shall not terminate, nor shall they be cancelled, nor the coverages reduced, until after thirty(30)days'written notice is given to City, except that ten (10) days' notice shall be given if there is a cancellation due to failure to pay a premium. 14.6 Terms of Compensation. Contractor shall not receive any compensation until all insurance provisions have been satisfied. 14.7 Notice to Proceed. Contractor shall not proceed with any work under this Agreement until the City has issued a written "Notice to Proceed"verifying that Contractor has complied with all insurance requirements of this Agreement. Section 15. Termination. City shall have the right to terminate this Agreement without cause by giving thirty (30) days' advance written notice of termination to Contractor. In addition, this Agreement may be terminated by any party for cause by providing ten (10) days' notice to the other party of a material breach of contract. If the other party does not cure the breach of contract, then the Agreement may be terminated subsequent to the ten (10) day cure period. Section 16. Notice. All notices shall be personally delivered or mailed to the below listed addresses, or to such other addresses as may be designated by written notice. These addresses shall be used for delivery of service of process: To City: City of San Juan Capistrano 32400 Paseo Adelanto 5 San Juan Capistrano, CA 92675 Attn: Keith Van Der Maaten, Public Works & Utilities Director To Contractor: Boudreau Pipeline Corporation 175 Vander Street Corona, CA 92880 Section 17. Prevailing Wages. The CITY has been advised that the Prevailing Wages Law applies to the work. CONTRACTOR shall be responsible for CONTRACTOR's compliance in all respects with the prevailing wage rates to all the laborers involved, and with California Labor Code Section 1770 et seq., including the keeping of all records required by the provisions of Labor Code Section 1776 and the implementing administrative regulations. The CITY shall be a third party beneficiary of the forgoing covenant with rights to enforce the same as against the CONTRACTOR. Section 18. Dispute Resolution. In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"). Section 19. Entire Agreement. This Agreement constitutes the entire understanding and Agreement between the parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. Section 20. Counterparts and Facsimile Signatures. This Agreement may be executed by the Parties in counterparts,which counterparts shall be construed together and have the same effect as if all the Parties had executed the same instrument. Counterpart signatures may be transmitted by facsimile, email, or other electronic means and have the same force and effect as if they were original signatures. [SIGNATURE PAGE FOLLOWS] 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement. CITY OF SAN JUAN CAPISTRANO By; Derek Reeve, Mayor CONTRACTOR By: f Bou*au Pipei rCe Corporation 1 ANTES Cit ;C APPROVED AS TO FORM: City Attorney 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement. CITY OF SAN JUAN CAPISTRANO By: Mayor CONTRACTOR By: Boudreau Pipeline Corporation ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 7 Construction Plans for the Northwest Open Space Park Phase 1 — Sanitary Sewer Improvements are on file and available for review at the City Clerk's Office. Exhibit A Specifications for the Northwest Open Space Park Phase 1 — Sanitary Sewer Improvements are on file and available for review at the City Clerk's Office. Exhibit B Bond No. 7643168 Premium: $2,266.00 is for contract term and is subject to adjustment based on final contract price Performance Bond Any singular reference to Contractor, Surety,Owner or ether party shall be considered plural where applicable. CONTRACTOR'(Name and Address): SURETY: Fidelity and Deposit Company of Maryland Boudreau Pipeline Corporation 175 Vander St, 777 S.Figueroa St.,9 3900,Los Angeles,CA Corona,CA 92880 OWNER(Name and Address): City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano,CA 92675 CONSTRUCTION CONTRACT Date: December 2,2014 Amount: S 148,000.00 One Hundred Forty.Eight Thousand and No/100ths---------------------- DOLLARS Description(Name and Location): Northwest Open.Space Phase I-Sanitary Sewer Improvements BOND Date(Not earlier than Construction Contract Date): December 22,2014 Amount: S 148,000.00 One Hundred Forty Eight Thousand and Noll 00ths---------------- DOLLARS Modifications to this Bond: ®None ®See Page 3 CONTRACTOR AS PRINCIPAL SURETY ComPaW Boudreau Pipeline Corporation Company: Fide '- nd D o ompany of Maryland Corporal - Corporate Seal Signature: _ ��� Signature: Name and T tle Name and Title:tG11adys.Rogers,Attorney-in-fact (Any additional signatures appear on page 3) "OR.MFOfiMATIONONLY—Name,Address and Telephone) ,GEI�f t I31 Ok�l R: OWNER'S REPRESENTATIVE(Architect,Engineer or Vc,ilbroolc Insurance Services other party): 4451&rine View Avenue,4200 RCE Consultants,Inc. Del Mar,CA 92014 8581764-7447 Printed in cooperation with the American Institute of Architects(AIA)by Fidelity and Deposit Company of Maryland 1 Fidelity and.De it Com any of Maryland vouches Haat the language in the document confouns exactly to the lasaguage used in AIA DocumentA-312,December 1984 Edition. PRF7600IZZ0601F With Modifications I The Contractor and the Surety, jointly and severally, bind may be liable to the Owner and, as soon as prac- themselves, their heirs,executors, administrators, successors and ticable after the amount is determined, tender pay- assigns to the Owner for the performance of the Construction ment therefor to the Owner;or Contract,which is incorporated herein by reference. .2 Deny liability in whole or in part and notify the 2 If the Contractor performs the Construction Contract, the Owner citing reasons therefor, Surety and the Contractor shall have no obligation under this Bond, except to participate in conferences as provided in Sub- 5 If the Surety does not proceed as provided in Paragraph 4 with paragraph 3.1. reasonable promptness, the Surety shall be deemed to be in default on this Bond fifteen days atter receipt of an additional 3 If there is no Owner Default,the Surety's obligation under this written notice from the Owner to the Surety demanding that the Bond shall arise after: Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If 3.1 The Owner has notified the Contractor and the Surety the Surety proceeds as provided in Subparagraph 4.4, and the at its address described in Paragraph 10 below that the Owner refuses the payment tendered or the Surety has denied Owner is considering declaring a Contractor Default and has liability, in whale or in part, without further notice the Owner requested and attempted to arrange a conference with the shall be entitled to enforce any remedy available to the Owner. Contractor and the Surety to be held not later than fifteen days after receipt of such notice to discuss methods of performing 6 After the Owner has terminated the Contractor's right to com- the Construction Contract. If the Owner, the Contractor and plete the Construction Contract, and if the Surety elects to act the Surety agree,the Contractor shall be allowed a reasonable under Subparagraph 4.1, 4.2, or 4.3 above, then the time to perform the Construction Contract, but such an responsibilities of the Surety to the Owner shall not be greater agreement shall not waive the Owner's right, if any, than those of the Contractor under the Construction Contract,and subsequently to declare a Contractor Default;and the responsibilities of the Owner to the Surety shall not be greater 3.2 The Owner has declared a Contractor Default and for- than those of the Owner under the Construction Contract. To the limit of the amount of this Bond, but subject to commitment by orally terminated the Contractor's right to complete the con- the Owner of the Balance of the Contract Price to mitigation of tract. Such Contractor Default shall not be declared earlier eosts and damages on the Construction Contract, the Surety is than twenty days after the Contractor and the Surety have obligated without duplication for: received notice as provided in Sub-paragraph 3.1;and 3.3 The Owner has agreed to pay the Balance of the Contract 6.1 The responsibilities of the Contractor for correction of Price to the Surety in accordance with the terms of the defective work and completion of the Construction Contract; Construction Contract or to a contractor selected to perforin al, design 6.2 Additional le the Construction Contract in accordance with the tenns of the g or' professional and delay costs resulting from the Contractor's Default,and resulting from the contract with the©weer. actions or failure to act of the Surety under Paragraph 4;and 4 When the Owner has satisfied the conditions of Paragraph 3, the Surety shall promptly and at the Surety's expense take one of 6.3 Liquidated damages, or if no liquidated damages are the following actions: specified in the Construction Contract,actual damages caused by delayed performance or non-performance of the Contractor. 4.1 Arrange for the Contractor,with consent of the Owner,to perform and complete the Construction Contract;or 4.2 Undertake to perforin and complete the Construction 7 The Surety shall not be liable to the Owner or others for obliga- Contract itself, through its agents or through independent tions of the Contractor that are unrelated to the Construction contractors;or Contract,and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. 4.3 Obtain bids or negotiated proposals from qualified con- No right of action shall accrue on this Bond to any person or tractors acceptable to the Owner for a contract for perfor- entity ether than the Owner or its heirs,executors,administrators mance and completion of the Construction Contract, arrange or successors. for a contract to be prepared for execution by the Owner and the contractor selected with the Owner's concurrence, to be 8 The Surety hereby waives notice of any change, including secured with performance and payment bonds executed by a changes of time, to the Construction Contract or to related sub- qualified surety equivalent to the bonds issued on the contractors,purchase orders and other obligations. Construction Contract, and pay to the Owner the amount of 9 Any proceeding legal or equitable, under this Bond may be damages as described in Paragraph 6 in excess of the Balance instituted in any court of competent jurisdiction in the location in of the Contract Price incurred by the Owner resulting from the Which the work or part of the work is located and, shall be Contractor's default;or instituted within two years after Contractor Default or within two 4.4 Waive its right to perform and complete, arrange for yens after the Contractor ceased working or within two years completion, or obtain a new contractor and with reasonable after the Surety refuses or fails to perforin its obligations under promptness under the circumstances: this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law,the minim€un period of .1 After investigation,determine the amount for which it limitation available to sureties as a defense in the jurisdiction Printed in cooperation-with the American Institute of Architects(AIA)by Fidelity and Deposit Company of Maryland 777 S.Figueroa St.,#1 3900,Los Angeles,CA vouches that the language its the document conforms exactly to the 2 language used in AIA Docunment A-312,December 1984 Edition. shall be applicable. O Notice to the Surety, the Owner or the Contractor shall be Owner in settlement of insurance or other claims for mailed or delivered to the address shown on the signature page. damages to which the Contractor is entitled,reduced by all valid and proper payments made to or on behalf of the I I When this Bond has been furnished to comply with a statutory Contractor under the Construction Contract. or other legal requirement in the location where the construction was to be performed,any provision in this Bond conflicting with 12,2 Construction Contract: The agreement between the said statutory or legal requirement shall be deemed, deleted Owner and the Contractor identified on the signature page, herefrom and provisions conforming to such statutory or other including all Contract Documents and changes thereto. legal requirement shall be deemed incorporated herein.The intent is that this Bond shall be construed as a statutory bond and not as 12.3 Contractor Default: Failure of the. Contractor, which a common law bond. has neither been remedied nor waived, to perform or 12 DEFINITIONS otherwise to comply with the terms of the Construction Contract, 12.I Balance of the Contract Prica: The total amount payable by 12.4 Owner Default:Failure of the Owner,which has neither the Owner to the Contractor under the Construction Contract been remedied nor waived,to pay the Contractor as required after all proper adjustments have been made,including allowance by the Construction Contract or to perforin and complete or to the Contractor of any amounts received or to be received by the comply with the other terms thereof. MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: NONE (Space is provided below for additional signatures of addedparties,other than those appearing on the cover page). CONTRACTOR AS PRINCIPAL, SURE'T'Y: Company: (Corporate Seal) Company: (Corporate Seal) Signature: Signature: Name and Title: Name and Title: Address: Address: Printed in cooperation with the American Institute of Architects(AIA)by Fidelity and Deposit Company of Maryland 3 Fidelity mid Deposit Company of Marryylalyd vouches that the language in the docruanent conforms exactly to the language used in ArA Document A-312,Dmemlicr 1984 Edition. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA County of San Diego On 22 December 2014 before me, B.Lafrenz,Notary Public , Hate Hers Insert Name and Tltle of the Officer personally appeared Gladys Rogers Names)of Signer(,) who proved to me on the basis of satisfactory evidence to be the person(,#) whose name(}) is/#yq subscribed to the within instrument and acknowledged to me that /shelty executed the same in/W/her " LAFRENz �r authorized eap.acitY(Y ), Commission 2014382 and that byNo/herAhW signature($) or the instrument the a " Z person(q), or the entity upon behalf of which the person Notary Public -California (r � a=cted, executed the instrument. z ® � San Diego County " My Comm,Expires Near 24,2417 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 an+ official seal. Signature ) (/, Place Notary weal Above Signature or No ary ![ic OPTIONAL Though the information below is not required by law, it may prove valtrable to persons relying on the document and could prevent frauduienf removal and reattachment of this form to another document. Description of Attached Document Title or Type of document: Document Date Number of Pages: Signer(s)Other Than Named.Above: Capacity(les)Claimed by Signer(s) Signer's Name: Signer's Name° ❑ Individual ❑ Individual ❑ Corporate Officer-. .Title(s): ❑ Corporate Officer—Title(s): ❑ Partner—❑Limited❑ General ❑ Partner--❑Limited❑General ® Attorney in Fact ❑ Attorney in Fact ❑ Trustee ' ❑ Trustee ITap ElGuardian tar Conservator Tap of thumb here ElGuardian or Conservator f thu7here ❑ tither: ❑ Other: Signer Is Representing: Signer Is Representing: Suret Com an ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS:That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York,the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY,a corporation of the State of Maryland,and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland (herein collectively called the "Companies"), by THOMAS O. MCCLELLAN, Vice President, in pursuance of authority granted by Article V, Section 8, of the By-Laws of said Companies,which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and appoint Larry D. COGDILL, Michael W. THOMAS, Brooke LAFRENZ, Gladys ROGERS and Audrey RODR.I.GUEZ,all of Del Mar,California, EACH its true and lawful agent and Attorney-in-Pact,to make,execute,seal and deliver,for, and on its behalf as surety,and as its act and deed: any and all bonds and undertakings,and the execution of such bonds or undertakings in pursuance of these presents,shall be as binding upon said Companies,as fully and amply,to all intents and purposes,as if they had been duty executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE:COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills,Maryland.,and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland.,in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8,of the By-Laws of said Companies,and is now in force. IN WITNESS WHEREOF, the said Vice-President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND,this 9th day of October,A.D.2013. ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND c 0010, Ir��,�Id� rr G E .i w0 0 ......0 AL 6, a• BY Assistant Secretary Vice President Gerald F_Haley Thomas O.McClellan State of Maryland City of Baltimore On this 9th day of October,A.D.2013,before the subscriber,a Notary Public of the State of Maryland,duly commissioned and qualified,THOMAS O. MCCLELLAN, Vice President,and GERALD F.HALEY,Assistant Secretary, of the Companies,to me personally known to be the individuals and officers described in and who executed the preceding instrument,and acknowledged the execution of same,and being by me duly sworn,deposeth and saith, that he/she is the said officer of the Company aforesaid,and that the seals affixed to the preceding instrument are the Corporate;Seals of said Companies,and that the said Corporate Seals and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed my Official Seal.-the day a,td year first above written, ,Silli St('r11.. Constance:A.Bunn,Notary.Public My Commission Expires,July 14,2015 POA-F 0712-0I111A EXTRACT FROM BY-LAWS OF THE COMPANIES "Article V,Section 8,Attorneys-in-Fact. The Chief Executive Officer,the President,or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys-in-fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney-in-fact to affix the corporate seal thereto;and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE 1, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and effect on the date of this certificate;and I do further certify that Article V, Section 8,of the By-Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney...Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994,and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the 10th day of May, 1990. RESOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice-President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company,shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF,I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 22nd day of____December _120 14 F*9 GfI pfr .+��.T1•SlFSiJq�"y weyL,. SEAL °'...,. '��••. }`yrs � Geoffrey 1Delisio;Vice President EXTRACT FROM EY-LAWS OF THE COMPANIES "Article V,Section 8,Attorneys-in-Pact, The Chief Executive Officer,the President,or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys-in-fact with authority to execute bonds, policies, recognizances, stipulations,undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney-in-fact to affix the corporate seal thereto;and may with or without cause modify of revoke any such appointment or authority at any time," CERTIFICATE I, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is stili in full force and effect on the date of this certificate;and I do further certify that Article V, Section 8,of the By-Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney...Any such Power or any certificate thereof bearing such facsimile signature and seal shalt be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN'CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELI'T'Y AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the fifth day of May, 199€3. RESOLVED_ "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice-President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company,shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF,I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 22nd day of December__,20 14 n � 'baisni � m o: $1CAL e �HI�.e.Mp9 4 Geoffrey Delisio,Vice President Bond No. 7643168 Premium included in Performance Bond Payment Fond Any singular reference to Contractor,Surety,Owner or other party shall be considered plural where applicable. CONTRACTOR(Name and Address): SURETY: Boudreau Pipeline Corporation Fidelity and Deposit Company of Maryland 175 Vander St. 777 S.Figueroa St.,#3900 Los Angeles,CA 90017 Corona,CA 92880 OWNER(Name and Address): City of San Juan Capistrano 32400 PaseoAdelanto San Juan Capistrano,CA 92675 CONSTRULCTION coyrRAcT Date:December 2,2014 mount:148,000.00 One Hundred Forty Eight Thousand and No/100ths----------------------- DOLLARS Description(Ntame and Location): Northwest Open Space Phase I-Sanitary Sewer Improvements BOND Date(Not earlier than construction Contract Date): December 22,2014 Amount:$148,000.00 One Hundred Forty Eight Thousand and No/100ths DOLLARS Modifications to this Bond: ®None ® See Page 3 CONTRACTOR AS PRINCIPAL SURETY Company: Boudrea pi line rporation Compan - el' De st Company of Maryland Corporate Seal Corporate Seal Signature: _,. Signature: Narne and Title: Name and Ti . Glady Rogers,Attomey-in-fact NJ (Any additional signatures appear on page 3) t`YOR 1?7701TWATION ONLY—Name,Address and Telephone) AGENTor BROKER: OWNER'S REPRESENTATIVE(Architect,Engineer or Venbrook Insurance Services other party): 445 Mmine'View Ave.,#200 RCE Consultants, Inc. Del.Mar,CA 82014 858/764-7447 Printed in cooperation with The American Institute of Architects(AIA)by Fidelity and Deposit Company of Maryland 777 S.Figueroa St.,#3800 Los Angeles,CA 90017 vouches that the language in the document conforms exactly to I the language used in AIA Document A-312,December 1934 EDITION, PAY760OIZZ0409f With Modifications I The Contractor and the Surety,jointly and severally,bind 6 When the Claimant has satisfied the conditions of Paragraph 4, themselves,their heirs,executors,administrators,successors and the Surety shall promptly and at the Surety's expense take the assigns to the Owner to pay for labor,materials and equipment following actions: furnished for use in the performance of the Construction Con- tract,which is incorporated herein by reference. 6.1 Send an answer to the Claimant,with a copy to the Owner, within 45 days after receipt of the claim,statin;the amounts 2 With respect to the Owner, this obligation shall be null and that are undisputed and,the basis for challenging any amounts void if the Contractor: that are disputed. 2.1 Promptly makes payment,directly or indirectly,for all 6.2 Pay or arrange for payment of any undisputed amounts. sums due Claimants,and 7'f'he Surety's total obligation shall not exceed the amount of this 2.2 Defends,indemnifies and holds harmless the Owner from Bond,and the amount of this Bond shall be credited for any claims,demands,hens or suits by any person or entity whose payments made in good faith by the Surety. claim,demand,lien or suit is for payment for labor,materials or equipment furnished for use in the performance of the 8 Amounts owed by the Owner to the Contractor under the Con- Construction Contract,provided the Owner has promptly struction Contract shall be used for the performance of the Con- notified the Contractor and the Surety(at the address struction Contract and to satisfy claims,if any,under any Con- described in paragraph 12)of any claims,demands,liens or struction Performance Bond.By the Contractor furnishing and suits and tendered defense of such claims,demands,liens or the Owner accepting this Bond,they agree that all funds earned suits to the Contractor and the Surety,provided there is no by the Contractor in the performance of the Construction Owner Default. Contract are dedicated to satisfy obligations of the Contractor and the Surety under this Bond,subject to the Owner's priority to use 3 With respect to Claimants,this obligation shall be null and the funds for the completion of the work. void if the Contractor promptly makes payment,directly or in- directly,for all.sums due. 9 The Surety shall not be liable to the Owner,Claimants or others for obligations of the Contractor that are unrelated to the 4 The Surety shall have no obligation to Claimants under this Construction Contract,The Owner shall not be liable for pay- Bond until: ment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligations to make payments 4.1 Claimants who are employed by or have a direct contract to,give notices on behalf of,or otherwise have obligations to with the Contractor have given notice to the Surety(at the Claimants under this Bond. address described in Paragraph 12)and sent a copy,or notice thereof,to the Owner,stating that a claim is being made under 10 The Surety hereby waives notice of any change,including this Bond and,with substantial accuracy,the amount of the changes of time,to the Construction Contract or to related sub- claim. contracts,purchase orders and other obligations. 4.2 Claimants who do not have a direct contract with the I 1 No suit or action shall be commenced by a Claimant under Contractor: this Bond other than in a court of competent jurisdiction in the location in which the work or part of the work is located or after .1 Have furnished written notice to the Contractor and.sent flee expiration of one year from the date(1)on which the Claim- aftercopy,or notice thereof,to the Owner,within days ant gave the notice required by Subparagraph 4.1 or Clause 4.2.3, after having last performed labor or Last furnished or(2)on which the last labor or service was performed by anyone materials or equipment included in the claim stating, or the last materials or equipment were furnished by anyone with substantial accuracy,the amount the alarm and under the Construction Contract,whichever of(1)or(2)first the name of the party whom the materials were occurs.if the provisions of this Paragraph are void or prohibited furnished car supplied o or for whom the labor was done bylaw,the minimum period of limitation available to sureties as or performed;and a defense in the jurisdiction of the suit shall be applicable. .2 Have either received a rejection in whole or in part from from the Contractor,or not received within 30 days of 12 Notice to the Surety,the Owner or the Contractor shall be furnishing the above notice any communication from mailed or delivered to the address shown on the signature page. the Contractor by which the Contractor has indicated Actual receipt of notice by Surety,the Owner or the Contractor, the claim will be paid directly or indirectly;and however accomplished,shall be sufficient compliance as of the date received at the address shown on the signature page. .3 Not having been paid within the above 30 days,have 13 When this Bond has been furnished to comply with a statutory sent a written notice to the Surety(at the address described in Paragraph 12)and sent a copy,or notice or other legal requirement in the location where the construction thereof,to the Owner,stating that a claim is being was to be performed,any provision.in this Bond conflicting with made under this Bond and enclosing a copy of the said statutory or legal requirement shall be deemed deleted previous written notice furnished to the Contractor. herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein.The intent 5 if a notice required by Paragraph 4 is given by the Owner to is that this Bond shall be construed as a statutory bond and not as the Contractor or to the Surety,that is sufficient compliance. a common law bond. Printed in cooperation with The American Institute of Architects(AIA)Uy Fidelity and Deposit Company of Maryland 2 777 S.Figueroa St.,#3900 Los Angeles,CA 90017 vouches that the language in the document conforms exactly to the language used in AIA Document A-I2,De"mt3er 1954 Edition. 14 Upon request by any person or entity appearing to be a.poten- required for performance of the work of the Contractor and tial beneficiary of this Bond, the Contractor shall promptly fur- the Contractor's subcontractors,and all other items for which nish a copy of this Bond or shall permit a copy to be made. a mechanic's lien may be asserted in the,jurisdiction where 15 DEFINITIONS the labor,materials or equipment were furnished. 15.1 Claimant:An individual or entity having a direct con- 15.2 Construction Contract:The agreement between the tract with the Contractor or with a subcontractor of the Con- Owner and the Contractor identified on the signature page, tractor to furnish labor,materials or equipment for use in the including all Contract Documents and changes thereto. performance of the Contract,The intent of this Bond shall be to include without limitation in the terms"labor,materials or 15.3 Owner Default:Failure of the Owner,which has neither equipment"that part of water,gas,power,light,heat,oil, been.remedied nor waived,to pay the Contractor as required gasoline,telephone service or rental equipment used in the by the Construction Contract or to perform and complete or Construction Contract,architectural and engineering services comply with the other terms thereof. MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: Paragraph 4 is amonded to insert sub-paragraph 4.3,which states: 4.3 Claimants have furnished to Surety proof of claim duly sworn to by Claimants with adequate supporting documentation proving the amount claimed is due and payable, Paragraph 5 shall be amended to delete the word"or"and insert the word"and'in its place. Paragraph 6 and its sub-paragraphs 6.1 and 6,2 shall be deleted in their entirety and replaced with the following: When the Claimant has satisfied the conditions of Paragraph 4,the Surety shall,within 90 days of the date when claimant finally completed its satisfactions of the conditions of Paragraph 4 notify the Claimant of the amounts that are undisputed and the basis for challenging any amounts that are disputed,including,but not limited to,the lack of substantiating documentation to support the claire as to entitlement or amount,and the Surety shall pay or make arrangements for payment of any undisputed amount;provided,however,that the failure of the Surety to timely discharge its obligations under this paragraph or to dispute or identify any specific defense to all or any part of a claim shall not be deemed to be an admission of liability by the Surety as to such claim or otherwise constitute a waiver of the Contractor's or Surety's defenses to,or right to dispute,such claim. Rather,the Claimant's sole remedy shall be the immediate right, without further notice,to bring suit against the Surety to enforce any remedy available to it under this Bond. Paragraph 12 shall be amended to add the following paragraph: CLAIM NOTICE for the FIDELITY AND DEPOSIT COMPANY OF MARYLAND,ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND INSURANCE COMPANY and/or AMERICAN GUARANTEE AND LIABILITY INSURANCE COMPANY must be sent to the following address: Contract Surety Bond Claims, c/o ZURICH, 1400 American bane, Schaumburg,IL 60196. (Space is provided below for additional signatures of added parties,other thann those appearing on the cover page.) CONTRACTOR AS PRINCIPAL (Co )orate Seal SURETY: Company: Company: (Corporate Seal) Signature: Signature: Name and Title: Address: Name and Title: Address: Printed in cooperation with The American Institute of Architects(AIA)by Fidelity and Deposit Company of Maryland 3 777 S.Figueroa St„#3900 Los Angeles,CA 90017 vouches that the language in the doeument conforms exactly to the Ianguage used in AIA Doeurnent A-312,December 1984 EDITION. CALIFORNIA ALL-(PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA County of San Diego , On 22 December 2014 before me D.Lafrenz,Notary Public Date Here Irisert Name and Ttle of the Officer personally appeared Gladys Rogers Name(sj of Signer(%) who proved to me on the basis of satisfactory evidence to be the person(p) whose name(#) is!¢fyg subscribed to the within instrument and acknowledged to me thatAe/she/fty La�pZ " executed the same in/Jry /her�tr authorized capacity(i' ), Commission #2014382 and that by�Mglher/rlr*k signature(,) on the instrument the person(#), or the entity upon behalf of which the person() Notary Public - California z acted, executed the instrument. z ® San Diego County My Comm.Expires Mar 24,2017 1 certify under PENALTY OF PERJURY under the laws of the State of California.that the foregoing paragraph is true and correct. Wftness my hand an official seal. Signature Place Notary Seal AboVe Slgrature of Nota Pa lic OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document, Description of Attached Document Title of Type of Document: [document Date Number of Pages: Signer(s) Other Than Named Above: Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer Title(s): ❑ Corporate{Officer----Title(s): ❑ Partner—❑Limited❑General ❑ Partner—❑Limited❑General ® Attorney in Fact ❑ Attorney in Fact I 111111,1A.:2.1111011 ❑ Trustee ' ❑ Trustee ISWUMTo ❑ Guardian or Conservator Top of thumb here ❑ Guardian or Conservator o'ff h'um'here ❑ Other: ❑ Other Signer is Representing Signer is Representing; Surely Company ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER Of A'T'TORNEY KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY,a corporation of the State of New York,the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY,a corporation of the State of Maryland,and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland (herein collectively called the "Companies"), by THOMAS O. MCCLELLAN, Vice President, in pursuance of authority granted by Article V, Section 8, of the By-Laws of said Companies,which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof,do hereby nominate, constitute, and appoint Larry D. COGDILL, Michael W. THOMAS, Brooke LAFRENZ, Gladys ROGERS and Audrey RODRIGUEZ,all of Del Mar,California, EACH its true and lawful agent and Attorney-in-Fact,to make,execute,seal and deliver,for, and on its behalf as surety,and as its act and deed:any and all bonds and undertakings,and the execution of such bonds or undertakings in pursuance of these presents,shall be as binding upon said Companies,as fully and amply,to all intents and purposes,as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills,Maryland.,and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its aflice in Owings Mills, Maryland.,in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V,Section S,of the By-Laws of said Companies,and is now in force. IN WITNESS WHEREOF, the said Vice-President bas hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND,this 9th day of October,A.D.2013. ATTEST. ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND ova(�P. xs 9Erp 'pµ1N8�`}wee. i`�•,.»..+•'�,�,J IN BY Assistant Secretary Vice President Gerald IT,Horley Thomas O.McClellan State of Maryland City of Baltimore On this 9th day of October,A.B.2013,before the subscriber,a Notary Public of the State of Maryland,duly commissioned and qualified,THOMAS O. MCCLELLAN, Vice President,and GERALD F. HALEY,Assistant Secretary, of the Companies,to me personally known to be the individuals and officers described in and who executed the preceding instrument,and acknowledged the execution of same,and being by me duly sworn,deposeth and saith, that he/she is the said officer of the Company aforesaid,and that the seals affixed to the preceding instrument are the Corporate Seals of said Companies,and that the said Corporate Seats and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed my Official Seal the day and year first above written. \j51111f11j� ? ;a, Constance A.Bunn,Notary Public My Commission Expires:July 14,2015 PQA-P 012-0111A EXTRACT FROM BY-LAWS OF THE COMPANIES "Article V,Section 8,Attorneys-in-Fact. The Chief Executive Officer,the President,or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys-in-fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney-in-fact to affix the corporate seal thereto;and may with or without cause modify of revoke any such appointment or authority at any time." CER'TIFICA'TE I, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and effect on the date of this certificate;and I do further certify that Article V,Section 8,of the By-Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney...Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Campany." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the 10th day of May, 199€, RESOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice-President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company,shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF,I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 22nd day of December 20 14 x"uis" tQ IIElOy� 1a .... ��. Ch Www i W AL 'ry•.,�*�...o'' putt 0Geoffrey Delisio,Vice President EXTRACT FROM BY-LAWS OF THE COMPANIES s "Article V,Section 8,Attorneys-in-Fact. The Chief Executive Officer,the President,or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys-in-fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney-in-fact to affix the corporate seal thereto, and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE 1, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUAL'T'Y AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and effect on the date of this certificate; and I do further certify that Article V,Section 8,of the By-Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney...Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the IOth day of May, 1990. RESOLVER: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice-President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company,shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 22nd day of December 20 14 p�0 RfP p9 iA �4?,3�oa'°w a ;z; 'a= 1NAL c �bowoHn� Geoffrey Delisio,Vice President