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HomeMy Public PortalAbout197-2017 - Sanitary - Brackney - NW 13th Street Interceptor Basin Improvements - Part 1This document has important legal consequences; consultation with an attorney is encouraged with respect to its use or modification. This document should be adapted to the particular circumstances of the contemplated Project and the controlling Laws and Regulations. AGREEMENT BETWEEN OWNER AND CONTRACTOR FOR CONSTRUCTION CONTRACT (STIPULATED PRICE) Prepared by �— EJCDC'-----d111IIIIII1 ENGINEERS JOINT CONTRACT DOCUMENTS COMMITTEE Issued and Published Jointly by ACEC A,NIE•RICAN COUNCIL OF ENGINEERING CONIPANIES ASCE" AMERICAN SOCIETY OF CIVIL ENGINEERS National Society of Professional Engineerse EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Comb--, and American Society of Civil Engineers. All rights reserved. Page C-1 Contract No. 197-2017 Copyright © 2013: National Society of Professional Engineers 1420 King Street, Alexandria, VA 22314-2794 (703) 684-2882 www.nspe.ori; American Council of Engineering Companies 1015 15th Street N.W., Washington, DC 20005 (202) 347-7474 www.acec.or>? American Society of Civil Engineers 1801 Alexander Bell Drive, Reston, VA 20191-4400 (800) 548-2723 www.asce.org The copyright for this EJCDC document is owned jointly by the three sponsoring organizations listed above. The National Society of Professional Engineers is the Copyright Administrator for the EJCDC documents; please direct all inquiries regarding EJCDC copyrights to NSPE. NOTE: EJCDC publications may be purchased at www.e*cdc.org, or from any of the sponsoring organizations above. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page C-2 AGREEMENT BETWEEN OWNER AND CONTRACTOR FOR CONSTRUCTION CONTRACT (STIPULATED PRICE) THIS AGREEMENT is by and between The City of Richmond, Indiana ("Owner") and Brackney, Inc. ("Contractor"). Owner and Contractor hereby agree as follows: ARTICLE 1— WORK 1.01 Contractor shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows: The construction of gravity sanitary sewer interceptors and a sanitary siphon barrel. Approximately 18,600 feet of gravity sanitary sewers ranging from twenty-four (24) to thirty-six (36) inches in diameter, which includes two (2) aerial crossings. The gravity sanitary interceptors shall be installed using a combination of open -cut, trenchless, and pipe -bursting technologies as denoted on the Drawings and specified herein. The Project also includes the addition of approximately 1,350 feet of a third 42-inch diameter siphon barrel to the existing Round Barn Siphon and rehabilitation of the two (2) existing siphon barrels using cured -in -place pipe (CIPP). As shown on the Drawings, various existing gravity sanitary sewers shall also be rehabilitated using cured -in -place pipe (CIPP). ARTICLE 2—THE PROJECT 2.01 The Project, of which the Work under the Contract Documents is a part, is generally described as follows: Northwest 13th Street Interceptor Replacement Project - Phase I ARTICLE 3 — ENGINEER 3.01 The Project has been designed by Commonwealth Engineers, Inc. 3.02 The Owner has retained Commonwealth Engineers, Inc. ("Engineer") to act as Owner's representative, assume all duties and responsibilities, and have the rights and authority assigned to Engineer in the Contract Documents in connection with the completion of the Work in accordance with the Contract Documents. ARTICLE 4 — CONTRACT TIMES 4.01 Time of the Essence A. All time limits for Milestones, if any, Substantial Completion, and completion and readiness for final payment as stated in the Contract Documents are of the essence of the Contract. 4.02 Contract Times: Days A. The Work will be substantially completed within * days after the date when the Contract Times commence to run as provided in Paragraph 4.01 of the General Conditions, and EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Comr and American Society of Civil Engineers. All rights reserved. Contract No. 197-2017 C-3 completed and ready for final payment in accordance with Paragraph 15.06 of the General Conditions within * days after the date when the Contract Times commence to run. * Substantially complete and provide all items into operation (service) within 670 consecutive calendar days from the date in the Notice to Proceed and fully complete and provide all items into operation (service) within 60 consecutive calendar days from the date of substantial completion. 4.03 Liquidated Damages A. Contractor and Owner recognize that time is of the essence as stated in Paragraph 4.01 above and that Owner will suffer financial and other losses if the Work is not completed and Milestones not achieved within the times specified in Paragraph 4.02 above, plus any extensions thereof allowed in accordance with the Contract. The parties also recognize the delays, expense, and difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by Owner if the Work is not completed on time. Accordingly, instead of requiring any such proof, Owner and Contractor agree that as liquidated damages for delay (but not as a penalty): 1. Substantial Completion: Contractor shall pay Owner $1,000.00 for each day that expires after the time (as duly adjusted pursuant to the Contract) specified in Paragraph 4.02.A above for Substantial Completion until the Work is substantially complete. 2. Completion of Remaining Work: After Substantial Completion, if Contractor shall neglect, refuse, or fail to complete the remaining Work within the Contract Time (as duly adjusted pursuant to the Contract) for completion and readiness for final payment, Contractor shall pay Owner $1,000.00 for each day that expires after such time until the Work is completed and ready for final payment. 3. Liquidated damages for failing to timely attain Substantial Completion and final completion are 4et additive and will n�&t be imposed concurrently. 4.04 [Deleted] ARTICLE 5 — CONTRACT PRICE 5.01 Owner shall pay Contractor for completion of the Work in accordance with the Contract Documents the amounts that follow, subject to adjustment under the Contract: A. For all Work other than Unit Price Work, a lump sum of: $ All specific cash allowances are included in the above price in accordance with Paragraph 13.02 of the General Conditions. B. For all Unit Price Work, an amount equal to the sum of the extended prices (established for each separately identified item of Unit Price Work by multiplying the unit price times the actual quantity of that item): Unit Price Work Item No. Description Unit Estimated Quantity Unit Price Extended Price SEE ATTACHED BID SCHEDULE Total of all Extended Prices for Unit Price Work (subject to final adjustment based on actual quantities) $10,731,236.00 EJCDC1 C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-4 The extended prices for Unit Price Work set forth as of the Effective Date of the Contract are based on estimated quantities. As provided in Paragraph 13.03 of the General Conditions, estimated quantities are not guaranteed, and determinations of actual quantities and classifications are to be made by Engineer. C. Total of Lump Sum Amount and Unit Price Work (subject to final Unit Price adjustment) $10,731,236.00. D. For all Work, at the prices stated in Contractor's Bid, attached hereto as an exhibit. ARTICLE 6 — PAYMENT PROCEDURES 6.01 Submittal and Processing of Payments A. Contractor shall submit Applications for Payment in accordance with Article 15 of the General Conditions. Applications for Payment will be processed by Engineer as provided in the General Conditions. 6.02 Progress Payments; Retainage A. Owner shall make progress payments on account of the Contract Price on the basis of Contractor's Applications for Payment on or about the * day of each month during performance of the Work as provided in Paragraph 6.02.A.1 below, provided that such Applications for Payment have been submitted in a timely manner and otherwise meet the requirements of the Contract. All such payments will be measured by the Schedule of Values established as provided in the General Conditions (and in the case of Unit Price Work based on the number of units completed) or, in the event there is no Schedule of Values, as provided elsewhere in the Contract. * As funds become available 1. Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below but, in each case, less the aggregate of payments previously made and less such amounts as Owner may withhold, including but not limited to liquidated damages, in accordance with the Contract a. 95 percent of Work completed (with the balance being retainage); if the Were has b. 95 percent of cost of materials and equipment not incorporated in the Work (with the balance being retainage). B. Upon Substantial Completion of the entire construction to be provided under the Contract Documents, Owner shall pay an amount sufficient to increase total payments to Contractor to 100 percent of the Work completed, less such amounts set off by Owner pursuant to Paragraph 15.01.E of the General Conditions, and less 200 percent of Engineer's estimate of the value of Work to be completed or corrected as shown on the punch list of items to be completed or corrected prior to final payment. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-5 6.03 Final Payment A. Upon final completion and acceptance of the Work in accordance with Paragraph 15.06 of the General Conditions, Owner shall pay the remainder of the Contract Price as recommended by Engineer as provided in said Paragraph 15.06. ARTICLE 7 — INTEREST 7.01 All amounts not paid when due shall bear interest at the rate of maximum legal rate percent per annum. ARTICLE 8 — CONTRACTOR'S REPRESENTATIONS 8.01 In order to induce Owner to enter into this Contract, Contractor makes the following representations: A. Contractor has examined and carefully studied the Contract Documents, and any data and reference items identified in the Contract Documents. B. Contractor has visited the Site, conducted a thorough, alert visual examination of the Site and adjacent areas, and become familiar with and is satisfied as to the general, local, and Site conditions that may affect cost, progress, and performance of the Work. C. Contractor is familiar with and is satisfied as to all Laws and Regulations that may affect cost, progress, and performance of the Work. D. Contractor has carefully studied all: (1) reports of explorations and tests of subsurface conditions at or adjacent to the Site and all drawings of physical conditions relating to existing surface or subsurface structures at the Site that have been identified in the Supplementary Conditions, especially with respect to Technical Data in such reports and drawings, and (2) reports and drawings relating to Hazardous Environmental Conditions, if any, at or adjacent to the Site that have been identified in the Supplementary Conditions, especially with respect to Technical Data in such reports and drawings. E. Contractor has considered the information known to Contractor itself; information commonly known to contractors doing business in the locality of the Site; information and observations obtained from visits to the Site; the Contract Documents; and the Site -related reports and drawings identified in the Contract Documents, with respect to the effect of such information, observations, and documents on (1) the cost, progress, and performance of the Work; (2) the means, methods, techniques, sequences, and procedures of construction to be employed by Contractor; and (3) Contractor's safety precautions and programs. F. Based on the information and observations referred to in the preceding paragraph, Contractor agrees that no further examinations, investigations, explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price, within the Contract Times, and in accordance with the other terms and conditions of the Contract. G. Contractor is aware of the general nature of work to be performed by Owner and others at the Site that relates to the Work as indicated in the Contract Documents. H. Contractor has given Engineer written notice of all conflicts, errors, ambiguities, or discrepancies that Contractor has discovered in the Contract Documents, and the written resolution thereof by Engineer is acceptable to Contractor. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-6 I. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work. J. Contractor's entry into this Contract constitutes an incontrovertible representation by Contractorthat without exception all prices in the Agreement are premised upon performing and furnishing the Work required by the Contract Documents. K. The Contractor shall not discriminate on the basis of race, color, national origin or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 40 CFR Part 33 in the award and administration of contracts awarded under EPA financial assistance agreements. Failure by the Contractor to carry out these requirements is a material breach of this contract which may result in the termination of this contract or other legally available remedies. (Appendix A to Part 33—Term and Condition). L. Contractor hereby acknowledges to and for the benefit of the Owner and the Indiana Finance Authority (the "Authority") that it understands the work, goods and services under this Agreement are being funded with monies made available by the State Revolving Fund Loan Program and such appropriation contains provisions commonly known as "American Iron and Steel" (and as such is supplemented from time to time by federal rules and guidance) that requires all of the iron and steel products used in the project be produced in the United States ("American Iron and Steel Requirements") including iron and steel products provided by the Contactor pursuant to this Agreement. The Contractor hereby represents and warrants to and for the benefit of the Owner and the Authority, and agrees that (a) the Contractor has reviewed and understands the American Iron and Steel Requirements (b) all of the iron and steel products used in the project as provided by the Contractor under this Agreement will be and/or have been produced in the United States in a mannerthat complies with the American Iron and Steel Requirements and (c) the Contractor will provide any further certification or assurance of compliance with this paragraph as may be requested by the Owner or the Authority. Notwithstanding any other provision of this Agreement any failure to comply with this paragraph by the Contractor shall permit the Owner and the Authority to recover as damages against the Contractor (and the Contractor shall indemnify and hold the Owner and the Authority harmless against) any loss expense or cost (including without limitation attorney's fees) incurred by the Owner or the Authority resulting from any such failure (including without limitation any impairment or loss of funding whether in whole or in part, from the Authority or any damages owed to the Authority by the Owner). While the Contractor has no direct contractual privity with the Authority.- uthority as a lender to the Owner for the funding of its project, the Owner and the Contractor agree that the Authority is a third -party beneficiary and neither this paragraph (nor any other provision of this Agreement necessary to give this paragraph force or effect) shall be amended or waived without the prior written consent of the Authority. M. Required Contract Provision due to SRF funding as found in Part 11B of the Contract Documents and Specifications: 1. Attachment B — Required Contract Provisions Related to Davis -Bacon Act and Related Acts. 2. Attachment C — Required Contract Provisions Related to Wage -Fringe Benefit Certification. 3. Attachment E — Required Contract Provision Related to Suspension and Debarment. 4. Attachment F— Required Bid Instruction Related to GPR Components. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-7 5. Attachment J — Required Certification from Contractor Related to American Iron & Steel. ARTICLE 9 — CONTRACT DOCUMENTS 9.01 Contents A. The Contract Documents consist of the following: 1. This Agreement (pages C-1 to C-11, inclusive). 2. Performance bond (pages 1 to 61 inclusive). 3. Payment bond (pages 1 to 6 inclusive). 4. Other bonds. a. 5. Standard General Conditions (pages 1 to 73, inclusive). — Part 3 6. Supplementary Conditions (pages 1 to 17, inclusive). — Part 4 7. Specifications as listed in the table of contents of the Project Manual. (Including Parts 5-11 as applicable) 8. Drawings (not attached but incorporated by reference) consisting of 138 sheets with each sheet bearing the following general title: NW 13th Street Interceptor Basin Improvements. 9. Addenda (numbers 1 to 2 inclusive). 10. Exhibits to this Agreement (enumerated as follows): a. Contractor's Bid (pages 1 to 154, inclusive). b. State Contract Provisions (pages 1 to 2, inclusive). c. Federal Contract Provisions (pages 1 to 16, inclusive). 11. The following which may be delivered or issued on or after the Effective Date of the Contract and are not attached hereto: a. Notice to Proceed. b. Work Change Directives. c. Change Orders. B. The documents listed in Paragraph 9.01.A are attached to this Agreement (except as expressly noted otherwise above). C. There are no Contract Documents other than those listed above in this Article 9 D. The Contract Documents may only be amended, modified, or supplemented as provided in the General Conditions. ARTICLE 10 — MISCELLANEOUS 10.01 Terms A. Terms used in this Agreement will have the meanings stated in the General Conditions and the Supplementary Conditions. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-8 10.02 Assignment of Contract A. Unless expressly agreed to elsewhere in the Contract, no assignment by a party hereto of any rights under or interests in the Contract will be binding on another party hereto without the written consent of the party sought to be bound; and, specifically but without limitation, money that may become due and money that is due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. 10.03 Successors and Assigns A. Owner and Contractor each binds itself, its successors, assigns, and legal representatives to the other party hereto, its successors, assigns, and legal representatives in respect to all covenants, agreements, and obligations contained in the Contract Documents. 10.04 Severability A. Any provision or part of the Contract Documents held to be void or unenforceable under any Law or Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon Owner and Contractor, who agree that the Contract Documents shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 10.05 Contractor's Certifications A. Contractor certifies that it has not engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the Contract. For the purposes of this Paragraph 10.05: 1. "corrupt practice" means the offering, giving, receiving, or soliciting of anything of value likely to influence the action of a public official in the bidding process or in the Contract execution; 2. "fraudulent practice" means an intentional misrepresentation of facts made (a) to influence the bidding process or the execution of the Contract to the detriment of Owner, (b) to establish Bid or Contract prices at artificial non-competitive levels, or (c) to deprive Owner of the benefits of free and open competition; 3. "collusive practice" means a scheme or arrangement between two or more Bidders, with or without the knowledge of Owner, a purpose of which is to establish Bid prices at artificial, non-competitive levels; and 10.06 "coercive practice" means harming or threatening to harm, directly or indirectly, persons or their property to influence their participation in the bidding process or affect the execution of the Contract. Other Provisions A. Owner stipulates that if the General Conditions that are made a part of this Contract are based on EJCDC° C-700, Standard General Conditions for the Construction Contract, published by the Engineers Joint Contract Documents Committee°, and if Owner is the party that has furnished said General Conditions, then Owner has plainly shown all modifications to the standard wording of such published document to the Contractor, through a process such as highlighting or "track changes" (redline/strikeout), or in the Supplementary Conditions. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-9 IN WITNESS WHEREOF, Owner and Contractor have signed this Agreement. This Agreement will be effective on December 13, 2017 (which is the Effective Date of the Contract). C9111101�-1A City of Richmond, Indiana, Sanitary Board of Commissioners By. Dated: 12.113/ / -7 fes enise Johnson, e ording Secretary APPROV C now, ror Dated: 61 /10 116 Address for giving notices: 2380 Liberty Ave. Richmond, IN 47374 (If Owner is a corporation, attach evidence of authority to sign. If Owner is a public body, attach evidence of authority to sign and resolution or other documents authorizing execution of this Agreement.) CONTRACTOR: Brackney, Inc. By: Kevin Arackney, President (If Contractor is a corporation, a partnership, or a joint venture, attach evidence of authority to sign.) Dated:3��I� Attest:'04'cc,• �+0 i O�►.�®T Title: Address for giving notices: 10028 US Hwy 52 South Brookville, IN 47012 License No.: 35-1872590 (Where applicable) NOTE TO USER: Use in those states or other jurisdictions where applicable or required. EJCDC® C-520, Agreement Between Owner and Contractor for Construction Contract (Stipulated Price). Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. C-10 CERTIFICATE OF OWNER'S ATTORNEY CERTFICATE OF OWNER'S ATTORNEY PROJECT NAME: / v lX AW3f' 9. 2to14ce4.,k P(v", ect — Ar--- CONTRACTOR NAME: �-� ra ckn e �nc. I, the undersigned, i`''� r� 6 lh A • V ssc Is , the duly authorized and acting legal representative of CITY OF RICHMOND, 0DIANA, do hereby certify as follows: I have examined the attached Contract(s) and performance and payment bond(s) and the manner of execution thereof, and I am of the opinion that each of the aforesaid agreements is adequate and has been duly executed by the proper parties thereto acting through their duly authorized representatives; that said representatives have full power and authority to execute said agreements on behalf of the respective parties named thereon; and that the foregoing agreements constitute valid and legally binding obligations upon the parties executing the same in accordance with the terms, conditions, and provisions thereof. Name Date C-11 November 8, 2017 The Board of Sanitary Commissioners of the Sanitary District and Storm Water Management Board of the Richmond Sanitary District of Richmond, Indiana, met in open public meeting in the Board Room of the Richmond Sanitary District Building, on Wednesday, November 8, 2017 at 10:00 A.M. Those present were Sue Miller- President & Member, Aman Bakshi — Vice -President, Crreg Stiens — Member & President, Bryan Ervin — Director, Elijah Welch District Engineer Walt Chidester — Assistant City Attorney, Denise Johnson — Customer Service Manager, Deidra Hopkins — Recording Clerk, Pat Smoker- WWTP Supervisor, Tim Orrill- Lab Supervisor, and Todd Hobson- WWI`P Superintendent. The first order of business was to award NW 13'h Street Basin Improvements- Phase 1. We received 5 bids. The first bid was from SJ Louis. Construction of Rockville, Minnesota for $13,305,500. The next bid was from Dunning Brothers, Inc, of Jackson Michigan that for $13,959,618.55. The next bid was from Brackney, Inc. of Brookville, Indiana for $10,731,236. The next bid was from Lykins Contracting of•Sunnnan, Indiana for $11.,905;866. The last bid was from Cleary Construction, Iuc. of Thompkinsville, Kentucky for $12,339,589. Mr. Welch stated that Brackney, Inc. of Brookville Indiana was the lowest and most responsive bidder. The preclosing of the SRF loan will be on November 20, 2017 with the final closing a week or two after that. Mr. Stiens made a motion to award the NW 13'h Street Basin Improvements -Phase I to Brackney; Inc. of Brookville, Indiana for a not -to -exceed amount of 10,731,236. The award is subject to approval by Indiana Finance Authority and the SRF loan program. Mr. Bakshi Seconded. President Miller abstains. The motion passed 2-0. The next order of business was to approve amendment 1 to contract 126-2015 (CSO Basin Separation). Mr. Welch stated that the scope of the project had changed with the decision to put a wet weather inline storage facility in the final design. With the choice a final scope of work has been put together. An amendment is needed due to the additional final scope and fee to the project. Mr Bakshi made a motion to approve amendment 1 to contract 126-2015 (CSO Basin Separation) with Commonwealth Engineers, Inc. for a not to exceed amount of $63,254 for a new contract amount of $288,421.. The money will be split 50150 with storm water funds. Mr. Stiens seconded. The motion passed 3-0.. Mr Bakshi made a second motion to approve the use of the storm water fiends for approve amendment 1 to contract 126-2015 (CSO Basin Separation) with Commonwealth Engineers, Inc. for a not to exceed amount of $63,254 for a new contract amount of $298,421. The money will be split 50150 with sanitary funds. Ms. Miller seconded. The motion passed 3-0. The next order of business was to table item No. 3 & 12 for awarding CSO 006 improvement's project. This will be placed on the November 14, 2017 agenda. The next order of business was to award low speed shredder bid. Mr. Ervin stated that the lowest and most responsive bid was from Lindner America LLC of Raleigh, North Carolina at the cost of $285,000 including trade-in of our Mobark 3600 Shredder. Mr. Stiens made a motion to award the bid to Lindner America LLC of Raleigh, North Carolina at the cost of $285,000 including trade-in of our Mobark 3600 Shredder, Mr. Bakshi seconded. The motion passed 3-0. The next order of business was to award the 6" solids handling pump. Mr. Ervin stated that the recommendation was to award the 6 inch Godwin Dri-Prime CD 150 M to Xylem Dewatering Solutions of Indianapolis, Indiana for the not to exceed cost of $34,712.80. Mr. Bakshi made a motion to the 6 inch Godwin Dri-Prune CD 150 M to Xylem Dewatering Solutions of Indianapolis, Indiana for the not to exceed cost of $34,712.80. Mr. Stiens seconded. The motion passed 3-0. The next order of business was to award MRF Restroom Rehab. Mr. Ervin stated that the recommendation is to award it to Whisenhunt Of Richmond Indiana at the cost of $14,500, They were the lowest and most responsive bidder. Mr. Stiens made a motion award it to Whisenhunt Of Richmond Indiana at the cost of $14,500. Mr. Bakshi Seconded. The motion passed 3-0. The next order of business was to award 2 Diesel UTV's. Mr. Ervin stated that the recommendation was to award the 2 diesel UTV's to Smith Implements of Richmond at the cost of $17,504.71 each for a total cost of $35,009.42. Smith Implements was the lowest and most responsive company. Mr. Bakshi made a motion to award the 2 diesel UTV's to Smith Implements of Richmond at the cost of $17,504.71 each for a total cost of $35,009.42. Mr. Stiens seconded. The motion passed 3-0. The next order of business was to award Open Top Containers. Mr. Ervin stated that the lowest and most responsive bid was from Link Environmental of Winamac, Indiana for four new containers at the cost of $4,200 each for a total of $16,800.00. Mr. Stiens made a motion to award the open top container to Link Environmental of Winamac, Indiana for four new containers at the cost of $4,200 each for a total of $16,800.00. Mr. Bakshi seconded. The motion passed 3-0. The next order of business was to change the number on resolution 13-2017 to 15-2017. a 601 account transfer. Mr. Lohmoeller had previously stated that the Repair Pants Account 601.38.302.139.000..2321 (Balance- $951.30) is getting low on funds and will need a transfer from the capital account 601.3 8.3 02.139.000.4490 (Balance- $813,094.72) of $7,100 to finish out the year. The account transfer will not increase the 2017 budget. Mr. Bakshi made a motion to approve the account transfer Resolution 15-2017 with changes to the number. Mr. Stiens Seconded. The motion was approved 3-0. The next order of business was to talk about a water issue at the airport. Mr. Stiens stated that the pump for the airport cannot keep up and the issue has been ongoing. Mr. Welch stated that he will send a crew to investigate possible illicit connections. The next order of business was to award the quote for River Ct Drainage Improvements Project. We received 5 quotes. The first one was from Byrco, Inc. of Liberty, Indiana for $61,891.67. The next bid was fiom Baunibaugh Construction of Arcanum, Ohio for $19,684. The next bid was from Brackney, Inc. of Brookville, Indiana for $118,906. Yardberry Landscape of Anderson, Indiana $113,052. Culy Contracting of Winchester, Indiana for $ 80;929. Mr. Welch stated that the contract award should go to Byreo, Inc. Of Liberty, Indiana as the lowest and most responsive bidder. Ms. Miller made a motion to approve the contract award should go to Byrco, Inc. Of Liberty, Indiana for the not -to - exceed amount of $61,891.67. Which will be covered from storm water funding. Mr. Bakshi seconded. The motion passed 3-0. The next order of business was to award the quote for N. 161h & N E Street Separation Project. We received four quotes. The first quote was from Byrco, Inc. of Liberty, Indiana for $76,891.33. The next bid was from Yardberry Landscape of Anderson, Indiana for $118,370. The next bid was from Cult' Contracting of Winchester, Indiana for $97, 139. The last bid was from Brackney, Inc. of Brookville, Indiana for $141,210. Mr. Welch stated that the project is removing a sanitary line which has become a combined line. Mr. Bakshi made a motion to award for N. 16t' & N E Street Separation Project Byrco, Inc. of Liberty, Indiana for a not -to -exceed amount of $76,891.33. The funding will be stormwater funds. Ms. Miller seconded. The motion passed 3-0. With no $other business Mr. Bakshi made a motion to adjourn. Ms. Miller seconded. The motion was approved 3-0. Deidra Hopkins, Recording Clerk Sue Miller, President CERTIFICATE OF APPOINTMENT Be it known by all persons that as Mayor of the City of Richmond, Indiana, by virtue of the authority vested in me by the Acts of the Indiana General Assembly and the Ordinances of the Common Council of the City of Richmond, I hereby appoint Gregory Stiens residing at 5137 Park Elwood Road, Richmond, Indiana as member of the Board of Sanitary Commissioners. The foregoing appointment is hereby certified this Twen , -Sixth day of February, 2016 7 1 e� :::�:Nve Snow Mayor, of the Cof Richmond, Indiana ACCEPTANCE AND AFFE2MATION I hereby accept the foregoing appointment and affirm under the penalties for perjury that I will support the constitutions and laws of the United States of America and the State of Indiana and the Ordinances of the City of Richmond and that I will faithfully and impartially discharge my duty according to the best of my ability. -ejl,64�' jv"� re o n and of an Commissioners Subscribed and affirmed before me this Twenty -Sixth day of February, 2016. ,e ,+Tow Mayor, of the C' o c mond, Indiana DAVE SNOW Mayor CITY OF RICHMOND 50 NORTH FIFTH STREET - RICHMOND, IN 47374 PHONE (765) 983-7208 - FAX (765) 962-7212 Email — dsnownn richmondindiana.eov OATH OF OFFICE STATE OF INDIANA ) COUNTY OF WAYNE ) SS: I, Gregory Stiens, do solemnly affirm that I will support the Constitution of the United States and the State of Indiana and the ordinance of the City of Richmond, Indiana, and that I will faithfully and conscientiously discharge my duties as a member of the Board of Sanitary Commissioners for the City of Richmond, Indiana, according to law and the best of my ability. Zr �G rego ns SUBSCRIBED AND SWORN to before this Twenty -Sixth day of February, 2016. Qave�Snoww Mayor of the Ci o chmond, Indiana ti CERTIFICATE OF APPOINTMENT Be it known by all persons that as Mayor of the City of Richmond, Indiana, by virtue of the authority vested in me by the Acts of the Indiana General Assembly and the Ordinances of the Common Council of the City of Richmond, I hereby appoint Suzanne Miller residing at 1936 Neiwoehner Road Richmond, Indiana as member of the Board of Sanitary Commissioners with the term expiring December 31, 2019. The foregoing appointment is hereby certified this Twenty -Sixth day of February, 2016 Dave Sn Mayor, of the Cof Richmond, Indiana ACCEPTANCE AND AFFIRMATION I hereby accept the foregoing appointment and affirm under the penalties for perjury that I will support the constitutions and laws of the United States of America and the State of Indiana and the Ordinances of the City of Richmond and that I will faithfully and impartially discharge my duty according to the best of my ability. Suzanne ' ler Board of Sanitary Commissioners Subscribed and affirmed before me this Twenty -Sixth day of February, 2016. Da Mayor, ofL?ity o Richmond, Indiana CITY OF RICHMOND 50 NORTH FIFTH STREET - RICHMOND, IN 47374 PHONE (765) 983-7208 - FAX (765) 962-7212 Email — dsnow arichmondindiana.gov STATE OF INDIANA COUNTY OF WAYNE flLf COPy OATH OF OFFICE SS: DAVE SNO W Mayor I, Suzanne Mi1ler, do solemnly affirm that I will support the Constitution of the United States and the State of Indiana and the ordinance of the City of Richmond, Indiana, and that I will faithfully and conscientiously discharge my duties as a member of the Board of Sanitary Commissioners for the City of Richmond, Indiana, according to law and the best of my ability. uzanne Term expires December 31, 2019 SUBSCRIBED AND SWORN to before this Twenty -Sixth day of February, 2016. av Mayor of the Ci of Richmond, Indiana CERTIFICATE OF APPOINTMENT copy Be it known by all persons that as Mayor of the City of Richmond, Indiana, by virtue of the authority vested in me by the Acts of the Indiana General Assembly and the Ordinances of the Common Council of the City of Richmond, I hereby appoint Aman Bakshi residing at 1437 Lakeview Court, Richmond, Indiana as member of the Board of Sanitary Commissioners with the term expiring December 31, 2019. The foregoing appointment is hereby certified this Twenty -Sixth day of February, 2016 l w Mayor, of the of c mond, Indiana ACCEPTANCE AND AFFIRMATION I hereby accept the foregoing appointment and affirm under the penalties for perjury that I will support the constitutions and laws of the United States of America and the State of Indiana and the Ordinances of the City of Richmond and that I will faithfully and impartially discharge my duty according to the best of my ability. Bak ' Board of Sanitary Commissioners Subscribed and affirmed before me this Twenty -Sixth day of February, 2016. Mayor, of the City o Richmond, Indiana 04 Kccg �.t fro v DAVE SNOW Mayor CITY OF RICHMOND 50 NORTH FIFTH STREET - RICHMOND, IN 47374 PHONE (765) 983-7208 - FAX (765) 962-7212 Email — dsnow@richmondindiana.gov OATH OF OFFICE STATE OF INDIANA ) SS: COUNTY OF WAYNE ) I, Aman Bakshi, do. solemnly affirm that I will support the Constitution of the United States and the State of Indiana and the ordinance of the City of Richmond, Indiana, and that I will faithfully and conscientiously discharge my duties as a member of the Board of Sanitary Commissioners for the City of Richmond, Indiana, according to law and the best of my ability. Am�CBaksl�' - Term expires December 31, 2019 SUBSCRIBED AND SWORN to before this Twenty -Sixth day of February, 2016. c ' Mayor of the City Ofchmond, Indiana Attachment B Required Contract Provisions Related to Davis -Bacon Act and Related Acts Provisions substantially like the following shall be included in each procurement contract for the actual construction, attention and/or repair, including painting and decorating. The SRF Applicant shall remain responsible for compliance with applicable law (including Davis Bacon and related Acts). Such SRF Applicant has been encouraged to consult with its advisors and counsel regarding such matters and, in any event, understands that the use of the following does not relieve the SRF Applicant from its obligation to comply with applicable law (including Davis Bacon and related Acts) and related provisions of any financial assistance agreement entered into with the Indiana Finance Authority, nor will the State Revolving Fund Loan Programs, the Indiana Finance Authority or the State of Indiana be responsible for or limited by any SRF Applicant's use of the following provision. (1) Minimum wages. (i) All laborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3) ), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics. Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in Section (4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which. work is performed. The wage determination (including any additional classification and wage rates conformed under paragraph (1)(ii) of this section) and the Davis - Bacon poster (WH-1321) shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. (ii)(A) The [SRF Applicant], on behalf of EPA, shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. CIn The EPA award official shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met: (1) The work to be performed by the classification requested is not performed by a classification in the wage determination; and (2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (B) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the [SRF Applicant] agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the [SRF Applicant] to the State award official. The State award official will transmit the report, to the Administrator of the Wage and Hour Division, Employment Standards Administration, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the State award official or will notify the State award official within the 30-day period that additional time is necessary. (C) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and the and the [SRF Applicant] do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the award official shall refer the questions, including the views of all interested parties and the recommendation of the State award official, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary. (D) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs (1)(ii)(B) or (C) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. (iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (iv) If the contractor does not make payments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, provided, that the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. 7 (2) Withholding. The [SRF Applicant], shall upon written request of the EPA Award Official or an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor under this contract or any other Federal contract with the same prime contractor, or any other federally -assisted contract subject to Davis -Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the (Agency) may, after written notice to the contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. (3) Payrolls and basic records. (i) Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section I (b)(2)(B) of the Davis -Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section I(b)(2)(B) of the Davis -Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii)(A) The contractor shall submit weekly, for each week in which any contract work is performed, a copy of all payrolls to the [SRF Applicant], that is, the entity that receives the sub - grant or loan from the State capitalization grant recipient. Such documentation shall be available on request of the State recipient or EPA. As to each payroll copy received, the [SRF Applicant] shall provide written confirmation in a form satisfactory to the State indicating whether or not the project is in compliance with the requirements of 29 CFR 5.5(a)(1) based on the most recent payroll copies for the specified week. The payrolls shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on the weekly payrolls. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH-347 is available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and 8 subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to the [SRF Applicant] for transmission to the State or EPA if requested by EPA, the State, the contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the [SRF Applicant]. (B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following: (1) That the payroll for the payroll period contains the information required to be provided under § 5.5(a)(3)(ii) of Regulations, 29 CFR part 5, the appropriate information is being maintained under § 5.5 (a)(3)(i) of Regulations, 29 CFR part 5, and that such information is correct and complete; (2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR part 3; and (3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the "Statement of Compliance" required by paragraph (3)(ii)(B) of this section. (D) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under section 1001 of title 18 and section 231 of title 31 of the United States Code. (iii) The contractor or subcontractor shall make the records required under paragraph (3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the State, EPA or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, the Federal agency or State may, after written notice to the contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to [SRF Applicant]. (4) Apprentices and trainees. X (i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the contractor is or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (ii) Trainees. Except as provided in 29 CFR S.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of 10 work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (iii) Equal employment opportunity. The utilization of apprentices, trainees and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30. (5) Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract. (6) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses contained in 29 CFR 5.5(a)(1) through (10) and such other clauses as the governing federal agency may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR 5.5. (7) Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12. (8) Compliance with Davis -Bacon and Related Act requirements. All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract. (9) Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and Subrecipient(s), State, EPA, the U.S. Department of Labor, or the employees or their representatives. (10) Certification of eligibility. (i) By entering into this contract, the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. 11 (11) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers, mechanics, watchmen and guards shall require or permit any such laborer, mechanic, watchman or guard in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer, mechanic, watchman or guard receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (12) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in the above paragraph (11) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer, mechanic, watchman or guard employed in violation of the clause set forth in the above paragraph (11) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in the above paragraph (11) of this section. (13) Withholding for unpaid wages and liquidated damages. The [SRF Applicant], upon written request of the EPA Award Official or an authorized representative of the Department of Labor, shall withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in the above paragraph (12) of this section. (14) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (11) through (14) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (11) through (14) of this section. (b) In addition to the clauses contained in paragraph (13), above, in any contract subject only to the Contract Work Hours and Safety Standards Act and not to any of the other statutes cited in 29 CFR 5.1, the [SRF Applicant] shall insert a clause requiring that the contractor or subcontractor shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three years from the completion of the contract for all laborers, mechanics, watchmen and guards working on the contract. Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. Further, the [SRF Applicant] shall insert in any such contract a clause providing hat the records to be maintained under this paragraph shall be made available by the contractor or subcontractor for inspection, copying, or transcription by authorized representatives 12 of the (write the name of agency) and the Department of Labor, and the contractor or subcontractor will permit such representatives to interview employees during working hours on the job. [29 CFR 5.5] 13 Attachment C Required Wage/Fringe Benefit Certification A provision substantially like the fallowing shall be included in each contract between SRF Applicant and a contractor for work related to the Project. A copy of the Wage/Fringe Benefit Certification referenced in the below provision is attached hereto. Additional copies may be obtained from the Indiana Finance Authority. Davis -Bacon Wage/Fringe Benefit Certification (a) Every contractor and subcontractor furnishing work on the Project shall complete a Wage/Fringe Benefit Certification on the form approved by the Indiana Finance Authority and submit this certification to the Labor Standards Administrator prior to commencing work on the Project. (b) The Contractor shall require the substance of this provision to be included in all contracts with subcontractors. 14 Attachment E Required Contract Provision Related to Suspension and Debarment A provision substantially like the below shall be included in each procurement contract related to the Project. The SRF Applicant shall remain responsible for compliance with applicable law (including Suspension, Debarment, and Other Responsibility Matters). Such SRF Applicant has been encouraged to consult with its advisors and counsel regarding such matters and, in any event, understands that the use of the following does not relieve the SRF Applicant from its obligation to comply with applicable law (including Suspension, Debarment, and Other Responsibility Matters) and related provisions of any financial assistance agreement entered into with the Indiana Finance Authority, nor will the State Revolving Fund Loan Programs, the Indiana Finance Authority or the State of Indiana be responsible for or limited by any SRFApplicant's use of the following provision. Contractor shall fully comply with Subpart C of 2 CFR Part 180 and 2 CFR Part 1532, entitled "Responsibilities of Participants Regarding Transactions (Doing Business with Other Persons)." Contractor is responsible for ensuring that any lower tier covered transaction as described in Subpart B of 2 CFR Part 180 and 2 CFR Part 1532, entitled "Covered Transactions," includes a term or condition requiring compliance with Subpart C. Contractor is responsible for further requiring the inclusion of a similar term or condition in any subsequent lower tier covered transactions. Contractor may access the Excluded Parties List System at www.epls.gov. This term and condition supersedes EPA Form 5700-49, "Certification Regarding Debarment, Suspension, and Other Responsibility matters." 16 Attachment F Required Bid Instruction Related to GPR Components A provision substantially like the following shall be included with the instructions to Bidders if U.S. EPA Green Project Reserve (GPR) components are included in this Project. The SRF Applicant shall remain responsible for compliance with applicable law. Such SRFApplicant has been encouraged to consult with its advisors and counsel regarding such matters and, in any event, understands that the use of the following does not relieve the SRF Applicant from its obligation to comply with applicable law and related provisions of any financial assistance agreement entered into with the Indiana Finance Authority, nor will the State Revolving Fund Loan Program, the Indiana Finance Authority or the State of Indiana be responsible for or limited by any SRFApplicant's use of the following provision. U.S. EPA Green Project Reserve Program Certain portions or components of this Project, which are described in the GPR Bid Breakdown form furnished with the Bid Documents, qualify for the U.S. EPA Green Project Reserve (GPR) Program and/or the Sustainability Incentive offered by the Indiana State Revolving Fund (SRF) Loan Program. Bidder shall complete the GPR Bid Breakdown form and submit the completed form with its Bid. This information is required by the U.S. EPA and the Indiana SRF Program and Bidder's failure to fully and accurately complete the GPR Bid Breakdown form and submit it with its Bid may result in the Bid being reiected as non -responsive. 17 Attachment J Required Certification from Contractor Related to American Iron and Steel A certification substantially like the below will be obtained in advance of entering each procurement contract when such contract involves the procurement of iron and steel products to be used in the Project. The SRF Applicant shall remain responsible for compliance with applicable law (including American Iron and Steel). Such SRF Applicant has been encouraged to consult with its advisors and counsel regarding such matters and, in any event, understands that the use of the following does not relieve the SRF Applicant from its obligation to comply with applicable law (including American Iron and Steel) and related provisions of any financial assistance agreement entered into with the Indiana Finance Authority, nor will the State Revolving Fund Loan Programs, the Indiana Finance Authority or the State of Indiana be responsible for or limited by any SRF Applicant's use of the following certification. CERTIFICATION I Kevin Brackney -,Of _ Brackney Tne _ (Name and Title of Certifying Officer) (Successful Bidder) hereby certify and agree on behalf of the Successful Bidder as its duly authorized representative (and under penalties of perjury) that the Successful Bidder understands and agrees a material term and consideration applicable to the award and entry into a contract with the Successful Bidder by the City of Richmond related toitsNorthwest 13th. Street. Interceptor Project (SRF Applicant) (Project Name) involves the procurement and provision of work, goods and services under a procurement contract to be entered into with the SRF Applicant is the Successful Bidder's compliance with the provisions of H.R. 3547, "Consolidated Appropriations Act, 2014" commonly known as "American Iron and Steel" provisions as contained therein requiring that all of the iron and steel products used in the Project be produced in the United States ("American Iron and Steel Requirements"). The Successful Bidder hereby represents and warrants to and for the benefit of the SRF Applicant and the Indiana Finance Authority, as a lender to the SRF Applicant for the funding of its Project, and agrees, that (a) the Successful Bidder has reviewed and understands the American Iron and Steel Requirements, (b) all of the iron and steel products used in the Project as provided by the Successful Bidder under its agreement related to the Project will be produced in the United States in a manner that complies with the American Iron and Steel Requirements and (c) the procurement contract will include a provision substantially like Attachment I. I SWEAR OR AFFIRM UNDER THE PENALTIES FOR PERJURY THAT THE ABOVE STATEME TS ARE TRUE TO HE BEST OF MY KNOWLEDGE. il/3/2017 (Signature (Date) 24 STATE OF Indiana SS: COUNTY OF Franklin Before me, a Notary Public in and for said County and State, personally appeared Kevin Brackney , the President of Brackney Inc. who, being first duly sworn, acknowledged the execution of the above and foregoing instrument for and on behalf of said entity. Dated this 3 day of November , 20.17 . My commission expires: Christa Wilson ' , Notary Public 5 / 12 / 2024 (Printed) County of Residence: Franklin 25 CONTRACTOR (norne and address): Brackney Inc. 10028 US` #52 Brookville, IN 47012 OWNER: Board of Sanitary Commissioners 2380 Liberty Avenue Richmond, IN 47374 PAYMENT BOND SURETY (name and address of principal place of businessj: Fidelity & Deposit Co of Maryland 1299 Zurich Way Schaumburg, IL 60196 CONSTRUCTION CONTRACT Effective Date of the Agreement: 1 2 — ( 3 ' 2017 Amount: $10,731236.00 Description: City of Richmond Sanitary District Northwest 13th Street intertei5tor R.eplacemeth Prolect - Phase 1 i .161 l Iit Bond Number: PRF09065875 Date inat earlier than .the tffei;tive Date Qf t'he Agreement of the 6nstructmn contructp December 13, 2017 . Amount: $10,731,236.00 Modifications tothis. Bond Form: [] None 0 See Paragraph 18 Surety and Contractor, intending to be legally bound hereby, subject to the terms set forth below, do each cause this Payment Bond to be duly executed by an authorized officer, agent, or representative. CONTRACTOR AS PRINCIPAL. Brackney, Inc. (seal) Contractor's k4me and Corporat Seal By: Signature 4 Print Dame Title Attest . .0 . • 11-2 S�naCJure Title SURE Y �1 e Fidelity & Deposit Co of Maryland Surety's Name and Corporate Sea) ay; sign atu (©ttaci h power of ottomey) Suzanne M. Rozek . Print Name Attorney -in -Fact Title Attest: gnature Account Manager title Notes. [1) Provide supplemental execution by any a4ditichal parties, such as join£ venturers. (2) Any singular reference to contractor, Surety, Owner, or other party shall be cansldered plund where applicable. i1clb,05 :-61s,Payi"tBOO ... ... CW Wgbt * 2013 National Society& Professional &Wneets Ameiican Cuunr3i ofEngineering CamPanies and American Society of Cmii 15 ioeeii. All rights'teseivetl. C-15 1. The Contractor and Surety, jointly and severalty, bind themselves, their heirs, executors, administrators, successors, and assigns to the Owner to pay for labor, materials, and equipment furnished for .use in the perforinante of the Construction _Contract which is incorporated herein by reference, subject to the following terms. 6. If a notice of non-payment required by Paragraph 5.1.1 is given by the Owner to the Contractor, that 4 sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Paragraph S.I.I. 7, When a Claimant has satisfied the conditions of Paragraph 5.1 or 52, whichever is applicable, the Surety shall promptly and .at the Surety's expense take the followirlp actions: 2. if the Contractor promptly makes payment of all sums due to Claimants, arid defends, indemnifies, and holds 7,1 Send an answer to the Claimant, with a copy to the harmless the Owner from claims, demands, liens, or stilts Groner, within sixty (6p) days. after receipt of the by any person or entity seeking payment for tabor, Claim, stating the amounts that are undisputed and materials, or equipment furnished for use in the the basis for thaiiengigg any amounts that are performance of t_he Construction Contract, then -the Surety disputed; and and the Contractor shall have no obligation under this Bond. 7.1 Pay or arrange for payment of any undisputed at 3. If there is no Owner Default under the Construction Contract, the �uretys obligation to the Owner under this 7.3 Tire Surety's failure to discharge its obligatiruts Bond shall arise afterthe Owner has, promptly notified the under Paragraph 7.1 or 1.2 shall nut be deemed to Contractor and the Surety (at the address described to constitute a waiver of defenses the Surety or Paragraph 13) of claims, demands, tiers, or suit against Contractor may have or acquire as to a Claim, the Owner or the Owner's property by any person or except as to undisputed amounts for which the entity seeking payment for labor, materials, of equipment Surety and Claimant have reached agreement. If, furnished for use in the perforriiagGe of the Construction however, the Surety fails to 01gchargs its Contract, and tendered defense of such claims, demands, oblggations; under Paragraph 7.1 or 71, the Surety Betas, or suits to the Contractor and the surety_ shall Indemnify the Claimant for the reasonable atfomey's fees file Claimant incurs thereafter to 4. When the Owner has satisfied the conditions In Paragraph recover any sums found to be due and owing to 3, the Surety shall .promptly and at the Surety's expense the Claimant. defend, lndemrrify, and hold harmless the Owner against a duly tendered claim, demand, lien, or suit. 8. The Surety s total obligation shall not exceed the amount of this Bond, plus the amount of reasonable attorneys 5. The Surety's obligations to a Claimant under this Bend fees provided under Paragraph 7,% and the amount cif this shallorise after the faltowing! Bond shall be credited for any payments made in good faith by the Surety. 5.1 Claimants who do not have a direct contract with the Contractor, 9. Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance 5.1.1 :have furnished a written notice of non- of the .Construction Contact and to satisfy claims, if any, payment to the Contractor, stating vAth under ariy construction performance bond. By the substantial accuracy the amount claimed Contractor furnishing Arid the Owner acce%ing this scrod, and the naive of the party to whom the they agree that :all funds earner( by the Contractor in the materials were, air equipment was, performance of the Construction Contract are. dedicated furnished or supplied or for whom tsze to satisfy obligations of the .Contractor and Surety urirer labor was done or performed, within this Bdrid, subject to the Owners priority to use the funds ninety (90) days after having last for the coiriptetion of the Work. performed labor or last furnished materials or equipment included In the 14 the 5ureiy shall not be liable to the Owner, Claimants, or _.. Claim; and _.. _ . _ _.... _ ..... others fot pbllgatiwis of the Contractor that are 4nrelatgd ..... _.. to the Construction G'ontract. The Owner shall not be 5.1.2 have sent a Claim to .hie Surety (at the liable for the payment of any rosfs or expenses of any address described in Paragraph 13), Claimant under this Bond, and shall have under this Bond no obtigatidn to rfiake paytrienfs to or give notice on 5-2 Claimants who are employed by or have a direct heha€f of (ia rraants, or otherwise haVe any oiai gatigns to contract with the Contractor have ;lent a Qaim to Claimants iihderthis Sand, the. Surety (at the address described In Paragraph 131. 6CDCO GSl S, payment fond Copyright 8 2013 U41o. nal5odetyraf frofessionat Engineers, Americap Council of Engineering Compariies, and American Society rif Civii Engineers. Air rights reserved. 11. The Surety hereby waives notice. of any change, including 7. The total amount of previous payments changes of time, to the Construction Contractor to related received by the Clarmarrt; and subcontracts, purchase ofciers, and other obligations. 8. The total amount due and unpaid to the Claimant for labor, materials,, or equipment 12. No suit or action shall be commenced by a Claimant under furnished as of the date of the Claim, this Bond other than lira court of competent jurisdiction in the state in which the project that is the subject of the 15.2 Claimant: Anindividual or entity having a direct Construction Contract is located or after the expiration of contract with the Contractor or with a one year from the date (1) on which the Claimant sent a subcontractor of the Contractor to furnish labor, Claim to the Surety pursuant to Paragraph 5.1.2 or 5.2, or materials, or equipment for use in the performance (—rl on which the last tailor or service lees performed by of theConstrvcVp s Co.ltraCt. The tarns Claimant anyone or the last materials or'etruipment were furnished also includes any individual or entity that has by anyone under the Construction Contract, whtchever of rightfully asserted a claim under an applicable 41) or (2j 'first occurs. If the provisions of tins paragraph mechanic's lien or similar statute against the real are void or prohibited by law, the minimum period of propeity upon which the Project Is Located. The limitation avallabfe to sureties as a defense in the intent of this Bond shall be to include without jurisdiction of the suitshall be applicable. limitation in the terms of "labor, materials, or equipment" that part of the water, gas, power, 13. Notice and Cfalrris .to the Surety, the Owner, or the light, heat, oil, gasoline, telephone service, or Contractor shall be trailed or deiivgred to the address rental eclurpriiesrt used in the Construction shown on the page on which their signature appears, Contract, architectural and engineering services Actual receipt of notice or Claims, however accomplished, required for performance of the work of the shall be sufficient compliance as of the data received, Contractor and the Contractnr's suticantrac:ors, and all other items for which a mechanic's, lien may 14, when this Bond has been furnished to comply with a be asserted in the jurisdiction where the labor, statutory or other legal requirement in the location where materials, of equipment were furnished: the construction was to 6e performed, any provision in this Band conflicting with said statutory or legal 16.3 Construction Contract: The agreement bettive> n requfrernent shall be deemed deleted herefrom and the Owner and. Contractor identified on the cover provisions conforming to such statutory or other legal page; including all Contract liocurnents and all regr.niement shall be :deemed Incorporated herein. When Changes made to the agreement and the Contract so furnished, the intent is that this Bond shall be const-Ned Documents. as a statutory bond and not as a common lash bond. 16A Owner Default; Failure pf the owner, which has 1S Upon request s by any .person qr entity appearing to be a not been remedied or waived, to pay the potential beneficiary of .this Bond, the Contractor and Contractor os required under the Construction Owner shall primp#ly furnish a cppy of this $and or shall Contract or to perform and complete or comply permit a copy t€r tze made_ with the other material i2rfns of the Construction Contract. 16. Definitions 165 Contract Docurrsenty: Al: the docgrmeras that 161 Claim: A written statement by the Claimant comprise the agreement bztweeri the Owner and incftiding at a rninirnurri: Contractor. 1. The name of the Claimant; 17, if this Bond 'is issued for an .agreement between a 2. The narrie of the person for whom the labor contractor and sLbcpntractor, the term Contractor in this was dono, or materials or equipment Bond shall be deemed to be Subcontractor and the term fu misbe.d; Owner shall be deemed to be Contractor. 3. A copy of the agreement or purchase order pursuant to which labor, materials, or 18. Modifications to this Bond areasfoGovvs_ equipment was futnished for use in the performance of the -Construction Contract; 4. A brief descriptltO of tare labor, iriaterials,'or rquipment furnished; S. The date on which the Claimant last performed labor or fast furnished materials or equ'rpm. ent for use in the perforrhah.ce of the Construction Contract; lz. The total arriour;t eaihed by the Claimant for labor, materials, or equipment furnished as of the date of the Claim; bcw- c-Cis, Payment Bond Copyright O 2013 National Society of Professional Engineers, American Council of EngineerirrgLampariies, and Amertcan SocietyofCrurl Engineers. Arl righrsreserved. C-17 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. MICHAEL BOND, 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 Vicky L. DIELMAN, Kimberly A. NAGEL, Suzanne M. ROZEK, William G. HUMMER and Mario N. PROCACCINI, all of Toledo, Ohio, 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 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 22nd day of September, A.D. 2016. ATTEST: By 9X,- Z), 151-1� Secretary Eric D. Barnes ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND C�t1Y,� r � ♦G r-- pp EA** � srw. � la► • � ':� : 199a Jai SID Vice President Michael Bond State of Maryland County of Baltimore On this 22nd day of September, A.D. 2016, before the subscriber, a Notary Public of the State of Maryland, duly commissioned and qualified, MICHAEL BOND, Vice President, and ERIC D. BARNES, 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 and year fast above written- \llllrurrry,� 'N x) �s Ir 177111\\` Constance A. Dunn, Notary Public My Commission Expires: July 9, 2019 POA-F 142-4340A W FIDELITY AND DEPOSIT CONWANY OF MARYLAND 600 Red Brook Blvd., Suite 600, Owings Mills, MD 21117 Statement of Financial Condition As Of December 31, 2016 ASSETS Bonds.................................................................................................... ....................... ....... $ 141,903,342 .... .......... Stocks............................................................................................................................................... 22,845,654 Cash and Short Term Investments.................................................................................................... 3,080,053 ReinsuranceRecoverable................................................................................................................. 13,996,720 OtherAccounts Receivable.............................................................................................................. 27,147,872 TOTAL ADMITTED ASSETS........................................................................................................ $ 208,973,641 LIABILITIES, SURPLUS AND OTHER FUNDS Reserve for Taxes and Expenses...................................................................................................... $ 896,428 Ceded Reinsurance Premiums Payable ........................................... :................................................ 40,193,693 Securities Lending Collateral Liability............................................................................................ 0 TOTALLIABILITIES.................................................................................................................... $ 41,090,121 Capital Stock, Paid Up........................................................................................ $ 5,000,000 Surplus................................................................................................................ 162,883,521 Surplus as regards Policyholders ... :................................................................................................... 167,883,520 TOTAL.............................................................::........................................................................ $ 208,973,641 Securities carried at $62,166,344 in the above statement are deposited with various states as required by law. Securities carried on the basis prescribed by the National Association of Insurance Commissioners. On the basis of market quotations for all bonds and stocks owned, the Company's total admitted assets at December 31, 2016 would be $209,350,832 and surplus as regards policyholders $168,260,711. I, DENNIS F. KERRIGAN, Corporate Secretary of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing statement is a correct exhibit of thassets and liabilities of the said Company on the 31st day of December, 2016. / 1 Secretary State of Illinois City of Schaumburg SS: Subscribed and sworn to, before me, a Notary Public ofthe State of Illinois, in the City of Schaumburg, this I' day of March, 2017. Cj NofaryPublic END/ARRYL JOINER OFFICIAL SEAL Notary P--'Nio - siclo or Illinois My Commission Gplres February 24, 201a