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HomeMy Public PortalAbout072-2021 - Sanitation - Brackney - West side Interceptor AGREEMENT BETWEEN OWNER AND CONTRACTOR FOR CONSTRUCTION CONTRACT (STIPULATED PRICE) THIS AGREEMENT is by and between City of Richmond ("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 project includes but is not limited to: The construction of approximately 4,624 linear feet of sanitary sewer ranging from twelve (12) to fifty-four (54) inches in diameter installed using a combination of open-cut and trenchless methods. An earth retention system comprised of sheet piling and soil nails will be required for the open cut construction under the Richmond Avenue Bridge. The project also-includes the construction of approximately 390 linear feet of dual-barrel sanitary siphon piping (10 and 24 inches in diameter) to be installed using open cut methods, which includes temporary cofferdams across the Whitewater River. Improvements also include the construction of new manhole structures as required for complete and a functioning wastewater collection system. All ancillary work such as pipe rehabilitation using cured-in-place pipe(CIPP), pipe abandonment,site demolition,and site restoration shall be provided as required by the Contract Documents. ARTICLE 2—THE PROJECT 2.01 The Project, of which the Work under the Contract Documents is a part, is generally described as follows: West Side Interceptor Improvements Project, Division A 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 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-i Contract 72-2021 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 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 485 consecutive calendar days from the date in the Notice to Proceed and fully complete and provide all items into operation (service) within 30 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 fiet additive and will 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 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 Estimated Unit Extended No. Description Unit Quantity Price Price SEE ATTACHED BID SCHEDULE Total of all Extended Prices for Unit Price Work(subject to final adjustment based on actual quantities) $5,301,620.00 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-2 Contract 72-2021 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. B. Total of Lump Sum Amount and Unit Price Work (subject to final Unit Price adjustment) $5,301,620.00. C. 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 Work ha.- been 50 p nt pleted as determined by Engineer nd if the character and progress of the Work have been satisfactory to Owner and Engineer,then as long as the character and progrc s of the Work remain satisfactory to Owner and Engineer there will hen additional retainage• anal 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-3 Contract 72-2021 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-S20,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 Contract 72-2021 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 Contractor that 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 manner that 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, 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 J—Required Certification from Contractor Related to American Iron&Steel. 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 Contract 72-2021 ARTICLE 9—CONTRACT DOCUMENTS 9.01 Contents A. The Contract Documents consist of the following: 1. This Agreement (pages CC=1 to C-8, inclusive); 2. Performance bond (pages C-610-1 to C-610-3, inclusive); 3. Payment bond (pages C-615-1 to C-615-3, inclusive); 4. Standard General Conditions (pages 1 to 65, inclusive, not attached hereto).—Part 3; 5. Supplementary Conditions(pages 1 to 17 inclusive, not attached hereto).—Part 4; 6. Specifications, not attached hereto, as listed in the table of contents of the Project Manual; 7. Drawings(not attached but incorporated by reference)consisting of 64 sheets with each sheet bearing the following general title: West Side Interceptor Improvements Project, Division A; 8. Addenda (numbers 1 to 2 inclusive, not attached hereto); 9. Exhibits to this Agreement(enumerated as follows): a. EXHIBIT A: Contractor's Bid (pages 1 to 93,inclusive); b. EXHIBIT B: "Other Provisions"; 10. 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; d. Field Orders; e. Engineer's written interpretations and clarifications; 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. 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 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 Contract 72-2021 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 4. "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. 10.06 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-7 Contract 72-2021 IN WITNESS WHEREOF, Owner and Contractor have signed this Agreement. This Agreement will be effective on May 28th, 2021(which is the Effective Date of the Contract). OWNER: CONTRACTOR: City of Richmond, Indiana, Sanitary Board Brackney,Inc. of Commissioners By: / By: / %,-""---7 V e Yille _ sident Kevin Brackney,President (If Contractor is a corporation, a partnership,or a joint man Ba ice-President venture,attach evidence of authority to sign.) Dated: Vie/`I e���"- - c9.ra4 S s,Member Attest: Dated: CQ " 13 - 2, 1 a/744a. e Title: chaii2m4.11 of7-4e:/3og fteS : Address for giving notices: Denise Johnson cording Secretary 2145 State Road 1 Brookville,IN 47012 APPROVE \ License No.: 35-1872590 (Where applicable) ow,Mayo NOTE TO USER: Use in those states or other Dated: b 0 9 'L�L� jurisdictions where applicable or required. 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.) 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 Contract 72-2021 AFFIDAVIT FOR CORPORATION By virtue of the original Articles of Incorporation or some The following officers and others are authorized to execute subsequent official action of the Stockholders or Board of contracts binding the corporation: Directors,the following are the current officers of the corporation: Chairman of the Board MARK E. BRACKNEY 1. MARK E.BRACKNEY President KEVIN BRACKNEY 2. KEVIN BRACKNEY Vice President CHRISTA WILSON 3. DOUG BRUNS 4. • 5. 6. 7. Secretary CHRISTA WILSON 8. Treasurer 9 10. Capital paid in cash When incorporated? In what state? JANUARY 1, 1993 INDIANA If a foreign corporation,give date admitted to do business in Indiana(mmldd/yy) Is the corporation in good standing with the Secretary of State of Indiana in the matter of annual reports? YES I STATE OF INDIANA SS. COUNTY OF FRANKLIN KEVIN BRACKNEY , being duly sworn,deposes and says:That he is PRESIDENT of BRACKNEY, INC ; the corporation submitting the foregoing statement of experience and financial position; that he has read the same and that the same is true! knowledge;that the statement is for the purpose of inducing the Indiana Department of Transportation to award the submitti any depository,vendor, or other agency therein named or with whom they have had business relations is hereby authorized Department with any information necessary to verify the statement. Signature of officer { Sworn before me this ---- --�— day of jI,Mns u/-�/ V , 20 / "� u- __ , Resident of FRANKLIN County, State of IN Notary Public My Commission expires(mm/dd/yy) _ l3- NOTE:The Indiana Department of Transportation will not accept any document that is notarized by a notary who is an officer,stockholder of the corporation,or by any relative of the signatory. �Lt'Y�p'�ro,� TINA REISTER ,�'1r?•••LAB Notary Public.State of Indiana .;o Comm98 Mymi55ion CommissionNU Expiresber7g39 %•,,,�;^,,.� August 13, 2025 Page 22 CERTIFICATE OF OWNER'S ATTORNEY CERTFICATE OF OWNER'S ATTORNEY PROJECT NAME: West Side Interceptor Improvements Project,Division A CONTRACTOR NAME: Brackney,Inc. I,the undersigned,A.J. Sickman,the duly authorized and acting legal representative of City of Richmond, 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-9 AUTHORITY TO SIGN March 23,2021 The Board of Sanitary Commissioners of the Sanitary District of Richmond,Indiana,met in regular session in the Neighborhoods Room,City Building,50 N 5`''Street,Richmond,Indiana, on Tuesday,March 23,-2021 at 10:00 A.M. Those physically present were Pat Smoker-Director,Walt Chidester-Assistant City Attorney,Greg Stiens-Board Member, Jeff Lohmoeller- WWTP Maintenance Manager, and Jessica Foster-Assistant Recording Clerk. Those present remotely through Zoom: Sue Miller-President,Aman Bakshi-Vice President,Denise Johnson-Customer Service Manager, Elijah Welch- District Engineer, Todd Hobson- WWTP Operator, Leighanne Hahn- Pretreatment Technician and WCTV. The first order of business,Approval of Minutes from March 9,2021,was tabled until a future meeting. The next order of business was to approve invoices. The invoices were in the total amount of $87,880.72, covering March 5 & 12, 2021. Mr. Bakshi made a motion to approve the invoices. Mr. Stiens seconded the motion.A roll call vote was taken:Aman Bakshi-yes;Greg Stiens-yes;Sue Miller-yes;the motion passed 3-0. The next order of business was the Director's Report. Mr. Smoker stated that the Solid Waste department is considering whether it will be able to do a citywide clean up like in previous years and that more information would be forthcoming. The next order of business was the recommendation to receive quotes for E-Waste Removal and Destruction.Two quotes requests were sent and only one was received.The quote was from Greenway Recycling of Indianapolis, IN, at the cost of$.17/lb. for CRT TV's and monitors, $.17/1b. for fiat screen TV's, $.32/lb. for broken screen units,$.15/lb.for computers and desktops,$199.00 fee for spotting a trailer at the landfill and for each subsequent drop, plus an additional $199.00 fee per live load transport: The board referred the quote to management for review and recommendation at a later meeting. The next order of business was the recommendation to Award a Construction Contract for the West Side Interceptor Project.Mr. Welch recommended to award the contract to Brackney,Inc. of Brookville,IN,including alternate'no. 1 and no.2 in addition to the base bid for a total not-to-exceed cost of$5,301,620.00. The contract would be subject to final approval and financing from the Indiana Finance Authority SRF Program. Mr. Stiens made a motion to award the construction contract for the West Side Interceptor Project to Brackney, Inc. of Brookville, 1N, at the total not-to-exceed cost of $5,301,620.00 and would be subject to final approval and financing through Indiana Finance Authority SRF Program as presented. Mr.Bakshi seconded the motion.A roll call vote was taken:Aman Bakshi-yes;Greg Stiens-yes;Sue Miller-yes;the motion passed 3-0. The next order of business was the recommendation to approve Private Hauler Permits #32-33 for Recycling Center, Inc. (expiring 12/31/21). Mr. Bakshi made a motion to approve Private Hauler Permits #32-33 for Recycling Center, Inc. of Richmond, IN, effective immediately and expiring December 31,-2021. Mr. Stiens seconded the motion.A roll call vote was taken:Aman Bakshi-yes;Greg Stiens-yes; Sue Miller-yes;the motion passed 3-0. The next order of business was to receive quotes for Household Hazardous Waste Removal. Two quote requests were send and only one was received. The quote was from Heritage Environment Services of Indianapolis, IN. The board referred the quote to management for review and recommendation at a later meeting. The next order of business was an announcement from Assistant City Attorney, Walt Chidester. Mr. Chidester informed the board of his intent to retire,with his last day of service being March 31,2021.Mr. Chidester stated that beginning April 1,2021,AJ Sickmann of BBFCS law firm would fill his position for both the Sanitary Board of Commissioners and Storm Water Board. With no further business,Mr. Stiens made a motion to adjourn the meeting. Mr. Bakshi seconded the motion.A roll call vote was taken: Aman Bakshi- yes; Greg Stiens- yes; Sue Miller- yes; the motion passed 3-0. The meeting was adjourned at 10:33 A.M. Jessica Foster;Assistant Recording Clerk Sue Miller,President Board of Sanitary Commissioners Richmond Sanitary District roe ' °4 ! `obi,, ,,, 4fi'.. eDl DAVE SNOW CITY OF RICHMOND Mayor 50 NORTH Font STREET-RICHMOND,IN 47374 PHONE(765)983-7208-FAX(765)983-7212 Email—rlsnow q ricli mondindiana,gov • 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, 2022. 'T ` ►''s 54:r 4 a, The foregoing appointment is hereby certified this �. olfi s lltt.rl7J�4;4 , , `, ,. i+u' �� Eleventh day of May,2021 •' r 1. / .t^ d 4`+.r a s .i 3 •:r llavId .Snow 3� f `� � ' Mayor,of the C ty of Richmond,Indiana # L i t v. it IU)t[lr1f'ItP\, IA 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 impartial) ischarge my duty according to the best of my ability. � - Suzanne Miller . .,,.‘► .,t.,4 Board of Sanitary Commissioners • ;, i qtr. � t�lr t„i,. �� , ,. :4, Ito a w4' Subscribed and affirmed before me this Eleventh day of • ) k May,2021. .'t,'- �, it .., _ t re, rr i f _ I F4 r �`uL n I., di ail M11 it 7Sny ' `Ir, Snow 1 vfftVt;DkkotC Mayor,of the C y of Richmond, Indiana • /-op ' ei\ ' ll *\; DAVE SNOW Mayor CITY OF RICHMOND 50 NORTH FIFTH STREET-RICHMOND,IN 47374 PHONE(765)983-7208-FAX(765)983-7212 Email—dsnow6jrichmondindinnn.gov OATH OF OFFICE STATE OF INDIANA ) ) SS: COUNTY OF WAYNE ) I, Suzanne Millers 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. Su n iller Term expires December 31,2022 SUBSCRIBED AND SWORN to before this Eleventh day of May,2021. I• ► A ., 5d•y I ."� ` '� • `I'aidM. S .c r 1� 7 \ a . �:•; '' Mayor of th City of Richmond,Indiana , . ` 4 k, • r^y eA +fir•" ` • t s �(s lek ir P' DAVE SNOW CITY OF RICHMOND Mayor 50 NORTH FIFTH STREET-RICHMOND,IN 47374 PHONE(765)983-7208-FAX(765)983-7212 Email—Osnoweariohmondindiann.gov 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 Aman Balcshi residing at 1437 Lakeview Court, Richmond, Indiana as member of the Board of Sanitary Commissioners with the term expiring December 31, ' 2022. The foregoing appointment is hereby certified this Eleventh day of May,2021 • l F eJ ,, Davi n w • �', )1 �` Mayor of the City of Richmond,Indiana • 6M 'M - 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. nan Batslri- • 1,„h,t; Board of Sanitary Commissioners T., • Subscribed and affirmed before me this Eleventh day of A '` . t'• May,2021. G 4 Sn • r7(U)n/�1411Fk ,x> '��� Mayor of the city of Richmond,Indiana DAVE SNOW Mayor CITY OF RICHMOND •• 50 NORTH FIFTH STREET-RICHMOND,IN 47374 PHONE(765)983-7208-FAX(765)983-7212 Email—dsnow(tsrichmcnidindinna•gov OATH OF OFFICE STATE OF INDIANA ) ) SS: COUNTY OF WAYNE ) I, Aman Balcshi,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. anB " si Term expires December 31,2022 SUBSCRIBED AND SWORN to before this Eleventh day of May 2021. • t�0�� 'Ktilrr uj, y,da 111 .It. 0 *Pt ;i -D ld M. Si w Mayor of the ity of Richmond,Indiana , 1, jr 10' a� t Al`of • AFFIDAVIT FOR CORPORATION By virtue of the original Articles of Incorporation or some The following officers and others are authorized to execute subsequent official action of the Stockholders br Board of contracts binding the corporation: Directors,the following are the current officers of the corporation: Chairman of the Board MARK E.BRACKNEY 1. MARK E.BRACKNEY President KEVIN BRACKNEY 2. KEVIN BRACKNEY Vice President CHRISTA WILSON 3. DOUG BRUNS 4. 5. 6. 7. Secretary CHRISTA WILSON 8. Treasurer 9 10. • Capital paid in cash When incorporated? In what state? JANUARY 1.1993 INDIANA If a foreign corporation,give date admitted to do business in Indiana(mn✓ddlyy) Is the corporation in good standing with the Secretary of Slate cf Indiana in the matter of annual reports?YES STATE OF INDIANA SS. • COUNTY OF FRANKLIN KEVIN BRACKNEY , being duly sworn,deposes and says:That he is PRESIDENT of BRACKNEY, INC --_`� ;the corporation submitting the foregoing statement of experience and financial position;that he has read the same and that the same is tru4 knowledge;that the statement is for the purpose of Inducing the Indiana Department of Transportation to award the submitt{ any depository,vendor,or other agency therein named or with whom they have had business relations is hereby authorized Department with any information necessary to verify the statement. Signature of officer J Sworn before me this day of ul I/ ,20 ,2/ Resident of FRANKLIN County,State of IN_ Notary Public My Commission expires(mm/dd/yy) R-13- 01.0A'S NOTE:The Indiana Department of Transportation will not accept any document that is notarized by a notary who is an officer,stockholder of the corporation,or by any relative of the signatory. • AO TINA REISTER State of Indiana `ot; • s Notary Public. ;;SEAL?"= Commission Number703998 IV My Commission Expires August 13.2025 Page 22 EJCDCE EN.^,'HEMS JOINT CONTR+a DOCLME;IS COMM TTEE PERFORMANCE BOND CONTRACTOR(name and address): SURETY(name and address of principal place of business): Brackney, Inc. Fidelity and Deposit Company of Maryland 2145 State Road 1 1299 Zurich Way Brookville,IN 47012 Schaumburg, IL 60196-1056 OWNER(name and address):Richmond Sanitary District 2380 Liberty Avenue,Richmond,IN 47374 CONSTRUCTION CONTRACT Effective Date of the Agreement: Amount:$5,301,620.00 Description(name and location): City of Richmond West Side Interceptor Improvements Project-Division A BOND Bond Number:9379751 Date(not earlier than the Effective Date of the Agreement of the Construction Contract): May 28,2021 Amount:$5,301,620.00 Modifications to this Bond Form: ® None ❑ See Paragraph 16 Surety and Contractor,intending to be legally bound hereby,subject to the terms set forth below,do each cause this Performance Bond to be duly executed by an authorized officer,agent,or representative. CONTRACTOR AS PRINCIPAL SURETY Brackney,Inc. (seal) Fidelity and Deposit Company of Maryland (seal) Contractor's Name and Corporate Seal Surety's Name and Corporate SAQi l (��, By: --%BY: r ,`Z�i '1,lSign ture Signatu e(attach power of attorney) t4Ufr ' lAA dl Stephanie McQuilien Print Name Print Name -Tresidert:b Attorney-in-Fact Title Title • Attest:an L I l �Qnc l Attest: 1)-c2( rSignature Signature/ U 1 f I ft Account Manager Title Title Notes:(1)Provide supplemental execution by any additional parties,such as joint venturers.(2)Any singular reference to Contractor,Surety,Owner,or other party shall be considered plural where applicable. EJCDC C-610,Performance Bond This document is a MODIFIED version of EJCDC C-610,Copyright®2013 by the National Society of Professional Engineers,American Council of Engineering Companies,and American Society of Civil Engineers,or is based in part on excerpts from copyrighted EJCDC documents.Those portions of the text that originated In copyrighted EJCDC documents remain subject to the copyright. 1 of3 1. The Contractor and Surety, jointly and severally, bind Owner and a contractor selected with the Owners concurrence, themselves, their heirs, executors, administrators, successors, and to be secured with performance and payment bonds executed assigns to the Owner for the performance of the Construction by a qualified surety equivalent to the bonds issued on the Contract,which is incorporated herein by reference. Construction Contract, and pay to the Owner the amount of damages as described In Paragraph 7 in excess of the Balance of 2. If the Contractor performs the Construction Contract,the Surety the Contract Price incurred by the Owner as a result of the and the Contractor shall have no obligation under this Bond,except Contractor Default;or when applicable to participate in a conference as provided in Paragraph 3. 5.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor, and with reasonable 3. If there is no Owner Default under the Construction Contract, promptness under the circumstances: the Surety's obligation under this Bond shall arise after: 5.4.1 After Investigation, determine the amount for 3.1 The Owner first provides notice to the Contractor and which it may be liable to the Owner and, as soon as the Surety that the Owner is considering declaring a Contractor practicable after the amount is determined, make payment Default. Such notice shall indicate whether the Owner is to the Owner;or requesting a conference among the Owner, Contractor, and Surety to discuss the Contractor's performance. If the Owner 5.4.2 Deny liability in whole or in part and notify the does not request a conference,the Surety may, within five (5) Owner,citing the reasons for denial. business days after receipt of the Owner's notice,request such a conference. If the Surety timely requests a conference, the 6. If the Surety does not proceed as provided in Paragraph 5 with Owner shall attend. Unless the Owner agrees otherwise, any reasonable promptness,the Surety shall be deemed to be in default conference requested under this Paragraph 3.1 shall be held on this Bond seven days after receipt of an additional written notice within ten (10) business days of the Surety's receipt of the from the Owner to the Surety demanding that the Surety perform its Owner's notice. If the Owner, the Contractor, and the Surety obligations under this Bond, and the Owner shall be entitled to agree, the Contractor shall be allowed a reasonable time to enforce any remedy available to the Owner. If the Surety proceeds as perform the Construction Contract,but such an agreement shall provided in Paragraph 5.4,and the Owner refuses the payment or the not waive the Owner's right, if any, subsequently to declare a Surety has denied liability,In whole or in part,without further notice Contractor Default; the Owner shall be entitled to enforce any remedy available to the Owner. 3.2 The Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety;and 7. If the Surety elects to act under Paragraph 5.1,5.2,or 5.3,then the responsibilities of the Surety to the Owner shall not be greater 3.3 The Owner has agreed to pay the Balance of the than those of the Contractor under the Construction Contract, and Contract Price in accordance with the terms of the Construction the responsibilities of the Owner to the Surety shall not be greater Contract to the Surety or to a contractor selected to perform the than those of the Owner under the Construction Contract. Subject to Construction Contract the commitment by the Owner to pay the Balance of the Contract Price,the Surety is obligated,without duplication for: 4. Failure on the part of the Owner to comply with the notice requirement in Paragraph 3.1 shall not constitute a failure to comply 7.1 the responsibilities of the Contractor for correction of with a condition precedent to the Surety's obligations,or release the defective work and completion of the Construction Contract; Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. 7.2 additional legal, design professional, and delay costs resulting from the Contractor's Default, and resulting from the 5. When the Owner has satisfied the conditions of Paragraph 3,the actions or failure to act of the Surety under Paragraph 5;and Surety shall promptly and at the Surety's expense take one of the following actions: 7.3 liquidated damages, or if no liquidated damages are specified in the Construction Contract,actual damages caused by 5.1 Arrange for the Contractor, with the consent of the delayed performance or non-performance of the Contractor. Owner,to perform and complete the Construction Contract; 8. If the Surety elects to act under Paragraph 5.1,5.3,or 5.4,the 5.2 Undertake to perform and complete the Construction Surety's liability is limited to the amount of this Bond. Contract itself,through its agents or independent contractors; 9. The Surety shall not be liable to the Owner or others for 5.3 Obtain bids or negotiated proposals from qualified obligations of the Contractor that are unrelated to the Construction contractors acceptable to the Owner for a contract for Contract,and the Balance of the Contract Price shall not be reduced performance and completion of the Construction Contract, or set off on account of any such unrelated obligations. No right of arrange for a contract to be prepared for execution by the action shall accrue on this Bond to any person or entity other than EICDC°C-610,Performance Bond This document is a MODIFIED version of EJCDC C-610,Copyright®2013 by the National Society of Professional Engineers,American Council of Engineering Companies,and American Society of Civil Engineers,or is based in part on excerpts from copyrighted EJCDC documents.Those portions of the text that originated In copyrighted EJCDC documents remain subject to the copyright. 2 of 3 the Owner or its heirs, executors, administrators, successors, and Contract after all proper adjustments have been made including assigns. allowance for the Contractor for any amounts received or to be received by the Owner in settlement of insurance or other claims 10. The Surety hereby waives notice of any change, including for damages to which the Contractor is entitled, reduced by all changes of time, to the Construction Contract or to related valid and proper payments made to or on behalf of the subcontracts,purchase orders,and other obligations. Contractor under the Construction Contract. 11. Any proceeding, legal or equitable, under this Bond may be 14.2 Construction Contract: The agreement between the instituted in any court of competent jurisdiction in the location in Owner and Contractor identified on the cover page,including all which the work or part of the work is located and shall be instituted Contract Documents and changes made to the agreement and within two years after a declaration of Contractor Default or within the Contract Documents. two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this 14.3 Contractor Default: Failure of the Contractor, which Bond,whichever occurs first. If the provisions of this paragraph are has not been remedied or waived,to perform or otherwise to void or prohibited by law, the minimum periods of limitations comply with a material term of the Construction Contract. available to sureties as a defense in the jurisdiction of the suit shall be applicable. 14.4 Owner Default: Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required 12. Notice to the Surety, the Owner, or the Contractor shall be under the Construction Contract or to perform and complete or mailed or delivered to the address shown on the page on which their comply with the other material terms of the Construction signature appears. Contract. 13. When this Bond has been furnished to comply with a statutory 14.5 Contract Documents:All the documents that comprise or other legal requirement in the location where the construction was the agreement between the Owner and Contractor. to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and 15. If this Bond is issued for an agreement between a contractor and provisions conforming to such statutory or other legal requirement subcontractor,the term Contractor in this Bond shall be deemed to shall be deemed incorporated herein. When so furnished,the intent be Subcontractor and the term Owner shall be deemed to be is that this Bond shall be construed as a statutory bond and not as a Contractor. common law bond. 14. Definitions 14.1 Balance of the Contract Price: The total amount payable by the Owner to the Contractor under the Construction EJCDC®C-610,Performance Bond This document is a MODIFIED version of EJCDC C-610,Copyright®2013 by the National Society of Professional Engineers,American Council of Engineering Companies,and American Society of Civil Engineers,or is based In part on excerpts from copyrighted EJCDC documents.Those portions of the text that originated in copyrighted EJCDC documents remain subject to the copyright. 3 of 3 EJCDC 115;11CR5 1DINT CO Tfl1",T DOCl61E',TS COMM 1TEE PAYMENT BOND CONTRACTOR(name and address): SURETY(name and address of principal place of business): Brackney,Inc. Fidelity and Deposit Company of Maryland 2145 State Road 1 1299 Zurich Way Brookville,IN 47012 Schaumburg, IL 60196-1056 OWNER(name and address):Richmond Sanitary District 2380 Liberty Avenue,Richmond,IN 47374 CONSTRUCTION CONTRACT Effective Date of the Agreement: Amount:$5,301,620.00 Description(name and location): City of Richmond West Side Interceptor Improvements Project-Division A BOND Bond Number:9379751 Date(not earlier Otlhat-►,the 0E Effective Date of the Agreement of the Construction Contract): May 28,2021 Amount: U u Modifications to this Bond Form: X None (1 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 SURETY Brackney, Inc. (seal) Fidelity and Deposit Company of Maryland (seal) Contractor's Name and Corporate Seal Surety's Name and Corporate Seal By: z � By; " ''' Si ature Signature(attach power of attorney) 4,1,1in 1l2itCkMf L1 Stephanie McQuillen Print Name. Print Name a?Ai' Attorney-in-Fact Title Title ( Attest: ej91A;AA-) 10Y) Attest: A / g _ L Si nature Signature / �J (P: Account Manager Title Title Notes: (1)Provide supplemental execution by any additional parties,such as joint venturers.(2)Any singular reference to Contractor,Surety,Owner,or other party shall be considered plural where applicable. EJCDC°C-615,Payment Bond This document is a MODIFIED version of EJCDC C-615,Copyright 0 2013 by the National Society of Professional Engineers,American Council of Engineering Companies,and American Society of Civil Engineers,or is based in part on excerpts from copyrighted EJCDC documents.Those portions of the text that originated in copyrighted EJCDC documents remain subject to the copyright. 1 of 3 6. If a notice of non-payment required by Paragraph 5.1.1 is 1. The Contractor and Surety, jointly and severally, bind given by the Owner to the Contractor,that is sufficient to themselves, their heirs, executors, administrators, satisfy a Claimant's obligation to furnish a written notice of successors, and assigns to the Owner to pay for labor, non-payment under Paragraph 5.1.1. materials, and equipment furnished for use in the performance of the Construction Contract, which is 7. When a Claimant has satisfied the conditions of Paragraph incorporated herein by reference,subject to the following 5.1 or 5.2, whichever Is applicable, the Surety shall terms. promptly and at the Surety's expense take the following actions: 2. If the Contractor promptly makes payment of all sums due to Claimants, and 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 suits Owner, within sixty (60) days after receipt of the by any person or entity seeking payment for labor, Claim,stating the amounts that are undisputed and materials, or equipment furnished for use in the the basis for challenging any amounts that are performance of the Construction Contract,then the Surety disputed;and and the Contractor shall have no obligation under this Bond. 7.2 Pay or arrange for payment of any undisputed amounts. 3. If there is no Owner Default under the Construction Contract,the Surety's obligation to the Owner under this 7.3 The Surety's failure to discharge its obligations Bond shall arise after the Owner has promptly notified the under Paragraph 7.1 or 7.2 shall not be deemed to Contractor and the Surety (at the address described in constitute a waiver of defenses the Surety or Paragraph 13) of claims, demands, liens, or suits 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,or equipment Surety and Claimant have reached agreement. If, furnished for use in the performance of the Construction however, the Surety fails to discharge its Contract,and tendered defense of such claims,demands, obligations under Paragraph 7.1 or 7.2,the Surety liens,or suits to the Contractor and the Surety. shall indemnify the Claimant for the reasonable attorney's fees the 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,indemnify,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 attomey's 5. The Surety's obligations to a Claimant under this Bond fees provided under Paragraph 7.3,and the amount of this shall arise after the following: Bond shall be credited for any payments made in goad 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 Contract and to satisfy claims,if any, payment to the Contractor, stating with under any construction performance bond. By the substantial accuracy the amount claimed Contractor furnishing and the Owner accepting this Bond, and the name of the party to whom the they agree that all funds earned by the Contractor in the materials were, or equipment was, performance of the Construction Contract are dedicated furnished or supplied or for whom the to satisfy obligations of the Contractor and Surety under labor was done or performed, within this Bond,subject to the Owner's priority to use the funds ninety (90) days after having last for the completion of the work. performed labor or last furnished materials or equipment included in the 10. The Surety shall not be liable to the Owner,Claimants,or Claim;and others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be 5.1.2 have sent a Claim to the Surety (at the liable for the payment of any costs or expenses of any address described in Paragraph 13). Claimant under this Bond,and shall have under this Bond no obligation to make payments to or give notice on 5.2 Claimants who are employed by or have a direct behalf of Claimants,or otherwise have any obligations to contract with the Contractor have sent a Claim to Claimants under this Bond. the Surety(at the address described in Paragraph 13). EJCDC°C-615,Payment Bond This document is a MODIFIED version of EJCDC C-615,Copyright®2013 by the National Society of Professional Engineers,American Council of Engineering Companies,and American Society of Civil Engineers,or is based in part on excerpts from copyrighted EJCDC documents.Those portions of the text that originated in copyrighted EICDC documents remain subject to the copyright. 2 of 3 11. The Surety hereby waives notice of any change,including 6. The total amount earned by the Claimant for changes of time,to the Construction Contract or to related labor,materials,or equipment furnished as of subcontracts,purchase orders,and other obligations, the date of the Claim; 7. The total amount of previous payments 12. No suit or action shall be commenced by a Claimant under received by the Claimant;and this Bond other than in a court of competent jurisdiction in 8. The total amount due and unpaid to the the state in which the project that is the subject of the Claimant for labor, materials, or equipment Construction Contract is located or after the expiration of furnished as of the date of the Claim. one year from the date (1) on which the Claimant sent a Claim to the Surety pursuant to Paragraph 5.1.2 or 5.2,or 16.2 Claimant: An individual or entity having a direct (2) on which the last labor or service was performed by contract with the Contractor or with a anyone or the last materials or equipment were furnished subcontractor of the Contractor to furnish labor, by anyone under the Construction Contract,whichever of materials,or equipment for use in the performance (1)or(2)first occurs. If the provisions of this paragraph of the Construction Contract. The term Claimant are void or prohibited by law, the minimum period of also includes any individual or entity that has limitation available to sureties as a defense in the rightfully asserted a claim under an applicable jurisdiction of the suit shall be applicable. mechanic's lien or similar statute against the real property upon which the Project is located. The 13. Notice and Claims to the Surety, the Owner, or the intent of this Bond shall be to include without Contractor shall be mailed or delivered to the address limitation in the terms of "labor, materials, or shown on the page on which their signature appears. equipment" that part of the water, gas, power, Actual receipt of notice or Claims,however accomplished, light, heat, oil, gasoline, telephone service, or shall be sufficient compliance as of the date received. rental equipment used in the Construction Contract, architectural and engineering services 14. When this Bond has been furnished to comply with a required for performance of the work of the statutory or other legal requirement in the location where Contractor and the Contractor's subcontractors, the construction was to be performed, any provision in and all other items for which a mechanic's lien may this Bond conflicting with said statutory or legal be asserted in the jurisdiction where the labor, requirement shall be deemed deleted herefrom and materials,or equipment were furnished. provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When 16.3 Construction Contract: The agreement between so furnished,the intent is that this Bond shall be construed the Owner and Contractor identified on the cover as a statutory bond and not as a common law bond. page, including all Contract Documents and all changes made to the agreement and the Contract 15. Upon requests by any person or entity appearing to be a Documents. potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or shall 16.4 Owner Default: Failure of the Owner, which has permit a copy to be made. not been remedied or waived, to pay the Contractor as required under the Construction 16. Definitions Contract or to perform and complete or comply with the other material terms of the Construction 16.1 Claim: A written statement by the Claimant Contract. including at a minimum: 16.5 Contract Documents: All the documents that 1. The name of the Claimant; comprise the agreement between the Owner and 2. The name of the person for whom the labor Contractor. was done, or materials or equipment furnished; 17. If this Bond is issued for an agreement between a 3. A copy of the agreement or purchase order contractor and subcontractor,the term Contractor in this pursuant to which labor, materials, or Bond shall be deemed to be Subcontractor and the term equipment was furnished for use in the Owner shall be deemed to be Contractor. performance of the Construction Contract; 4. A brief description of the labor, materials, or • : equipment furnished; 5. The date on which the Claimant last performed labor or last furnished materials or equipment for use In the performance of the Construction Contract; EICDC°C-615,Payment Bond This document is a MODIFIED version of EJCDC C-615,Copyright®2013 by the National Society of Professional Engineers,American Council of Engineering Companies,and American Society of Civil Engineers,or Is based in part on excerpts from copyrighted EJCDC documents.Those portions of the text that originated in copyrighted EJCDC documents remain subject to the copyright. 3 of 3 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 Illinois,and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Illinois (herein collectively called the "Companies"), by Robert D.Murray,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 Cynthia A.HIDAY,Shanna GRIZZLE,Michele JAMES,of Indianapolis,Indiana and Vicki L.DIELMAN,Kimberly A. Nagel,Stephanie MCQUILLEN of Toledo,OHIO,its true and lawful agents and Attorney-in-Facts,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 October,A.D.2013. K809 • ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND By: Robert D.Murray Vice President - ptir/iLgGl}� By: Dawn E.Brown Secretary State of Maryland County of Baltimore On this 22nd day of October, AD.2018, before the subscriber,a Notary Public of the State of Maryland,duly commissioned and qualified,Robert D. Murray,Vice President and Dawn E.Brown,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 first above written. Constance A.Dunn,Notary Public ,<.4;{ My Commission Expires:July 9,2019 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 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 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 4th day of May ,2021 . ri I. UAL 1,14 ec t Michael C.Fay,Vice President TO REPORT A CLAIM WITH REGARD TO A SURETY BOND,PLEASE SUBMIT A COMPLETE DESCRIPTION OF THE CLAIM INCLUDING THE PRINCIPAL ON THE BOND,THE BOND NUMBER,AND YOUR CONTACT INFORMATION TO: Zurich Surety Claims 1299 Zurich Way Schaumburg,IL 60196-1056 www.reportsfclaimsezurichna.com 800-626-4577 IV 7 ft 1 •,,. PART9 BID DOCUMENTS • (. ©2021 by Commonwealth Engineers, Inc. All rights reserved. Reproduction by any method in EXHIBIT',Whole or in part without permission is prohibited. Page 1 of 93 ' I PART 9 BID DOCUMENTS TABLE OF CONTENTS PAGE 1. Contractor's Bid (Form No. 96, Revised, 2013) P-1 —P-6 2. Bid Form (EJCDC C-410) P-7—P-12 3. Drug Testing of Employees of Public Works Contractors P-13 4. Bid Schedule P-14—P-18 5. Qualifications Statement(EJCDC C-451) P-20—P-31 6. Bid Bond (EJCDC C-430) P-32—P-34 7. Financial Statement for Bidders P-35—P-42 8. E-Verify Program P-43 it 9. Certificate of No Investment Activities in Iran P-44 • EXHIBIT'A' ©2021 Commonwealth Engineers, Inc._ Page 2 of 93 Part of State Form 52414(R2/2-13)I Form 96(Revised 2013) BID OF BRACKNEY, INC. (Contractor) 2145 STATE ROAD 1 (Address) BROOKVILLE,IN 47012 FOR - PUBLIC WORKS PROJECTS OF 4ds i gidic Z c-IoliA .24/1Rj7 d einAt I s 47/-4,-er" --- Filed - - Action taken • EXHIBIT'A' Page 3 of 93 �'"°�"�'o. CONTRACTOR'S BID FOR PUBLIC WORK - FORM 96 yca �'•�r e LL' !; State Form 52414(R2/2-13)/Form 96(Revised 2013) �rs '� Prescribed by State Board of Accounts PART (To be completed for all bids. Please type or print) Date (month, day,year): J 1 — 0'2! 1. Governmental Unit(Owner): C. r ®F fI,W 4JD 2. County: Z e.)4 y4/F 3. Bidder(Firm): BRACKNEY, INC Address: 2145 STATE ROAD 1 City/State/ZlPcode: BROOKVILLE, IN 47012 4. Telephone Number: 765-647-6551 5. Agent of Bidder(If applicable): Pursuant to notices given, the undersigned offers to furnish labor and/or material necessary to complete the public works project of4/EST..r�'%QE N c )a/o/Q -LinIORadEME h/�PJ6.v.: _ ,a/ /A.AI A (Governmental Unit)in accordance with plans and specifications prepared by GiPia1Ve'/1ei9/7h altiErQs -Luc. and dated �v/2-//S�-2D/9 for the sum of $ Se."- The undersigned further agrees to furnish a bond or certified check with this bid for an amount specified in the notice of the letting. If alternative bids apply,the undersigned submits a proposal for each in accordance with the notice. Any addendums attached will be specifically referenced at the applicable page. If additional units of material included in the contract are needed, the cost of units must be the same as that shown in the original contract if accepted by the governmental unit. If the bid is to be awarded on a unit basis,the itemization of the units shall be shown on a separate.attachment. The contractor and his subcontractors, if any, shall not discriminate against or intimidate any employee, or applicant for employment, to be employed in the performance of this contract, with respect to any matter directly or indirectly related to employment because of race, religion, color, sex, national origin or ancestry. Breach of this covenant may be regarded as a material breach of the contract. CERTIFICATION OF USE OF UNITED STATES STEEL PRODUCTS (if applicable) I, the undersigned bidder or agent as a contractor on a public works project, understand my statutory obligation to use steel products made in the United States (I.C. 5-16-8-2). I hereby certify that I and all subcontractors employed by me for this project will use U.S. steel products on this project if awarded. I understand that violations hereunder may result in forfeiture of contractual payments. EXHIBIT'A' Page 4 of 93 ACCEPTANCE The above bid is accepted this day of ,subject to the following conditions: Contracting Authority Members: PART II (For projects of$150,000 or more—IC 36-1-12-4) Governmental Unit: L. DA iA/LAOi3p Bidder(Firm) BRACKNEY, INC Date(month, day,year): 3. 9- 212/ These statements to be submitted under oath by each bidder with and as a part of his bid. Attach additional pages for each section as needed. SECTION I EXPERIENCE QUESTIONNAIRE 1. What public works projects has your organization completed for the period of one(1)year prior to the date of the current bid? Completion Contract Amount Class of Work Date Name and Address of Owner 10,731,236.00 SEWER 1/29/20 CITY OF RICHMOND, IN 2,926,749.00 SEWER 8/17/19 BUTLER CO.BRD OF COMMISSIONERS 3,195,175.00 SEWER 7/1/19 MONTGOMERY COUNTY ENVIRONMENTAL SRVS 2,290,242.00 SEWER 11/1/19 CITY OF RICHMOND, IN 2. What public works projects are now In process of construction by your organization? Expected Contract Amount Class of Work Completion Name and Address of Owner Date 9,024,524.55 WATER 06/01/20 CITY OF BATESVILLE, IN 3,117,134.00 SEWER 12/01/20 CITY OF BERNE, IN 704,822.00 SEWER 12/01/20 CITY OF CONNERSVILLE,IN(MEMORIAL DRIVE) 1,127,750.00 SEWER 04/01/20 CITY OF CONNERSVILLE,IN(7TH STREET) EXHIBIT'A' Page 5 of 93 Y I 3. Have you ever failed to complete any work awarded to you? O If so,where and why? 4. List references from private firms for which you have performed work. /laAty/� -- 77/les IE,QAvg1d�c,I h� (,o�c,/RAGS�R3 CLC. ge0 SECTION II PLAN AND EQUIPMENT QUESTIONNAIRE 1. Explain your plan or layout for performing proposed work. (Examples could include a narrative of when you could begin work, complete the project, number of workers, etc. and any other information which you believe would enable the governmental unit to consider your bid.) ACC4R13/Ai. a is 1" pN nAlo 6L- iiee.ghzAls 2. Please list the names and addresses of all subcontractors(i.e.persons or firms outside your own firm who have performed part of the work)that you have used on public works projects during the past five(5) years along with a brief description of the work done by each subcontractor. SEE ATTACHED LIST EXHIBIT'A' Page 6 of 93 . 3. If you intend to sublet any portion of the work,state the name and address of each subcontractor, equipment to be used by the subcontractor,and whether you will require a bond. However, if you are unable to currently provide a listing, please understand a listing must be provided prior to contract approval. Until the completion of the proposed project,you are under a continuing obligation to immediately notify the governmental unit in the event that you subsequently determine that you will use a subcontractor on the proposed project. i7?rAZakS7/)9 /e -.v ,iLe/"aR/i Gel) ST"A/,`IIz4TaAi_zu-ratazAtoi loSlyed, 3So n;r ?/30grou7Fe1DgetTZR/uf 'IY7S E; 79&4gel�l4i� r RIM J1 VV 2/ Co n) efleE074 C o Sett.2 N/moo. /Z1//DN,O Al I&?J D 4. What equipment do you have available to use for the proposed project? Any equipment to be used by subcontractors gym also be required to be listed by the governmental unit. ge !'/Nei N oil I R5Ookr- 5. Have you entered into contracts or received offers for all materials which substantiate the prices used in preparing your proposal? If not, please explain the rationale used which would corroborate the prices listed. SECTION III CONTRACTOR'S FINANCIAL STATEMENT Attachment of bidder's financial statement is mandatory. Any bid submitted without said financial statement as required by statute shall thereby be rendered invalid. The financial statement provided hereunder to the governing body awarding the contract must be specific enough In detail so that said governing body can make a proper determination of the bidder's.capability for completing the project if awarded. EXHIBIT'A Page 7 of 93 . SECTION IV CONTRACTOR'S NON—COLLUSION AFFIDAVIT The undersigned bidder or agent, being duly sworn on oath, says that he has not, nor has any other member, representative, or agent of the firm, company, corporation or partnership represented by him, entered into any combination, collusion or agreement with any person relative to the price to be bid by anyone at such letting nor to prevent any person from bidding nor to include anyone to refrain from bidding, and that this bid is made without reference to any other bid and without any agreement, understanding or combination with any other person In reference to such bidding. He further says that no person or persons, firms, or corporation has, have or will receive directly or indirectly,any rebate,fee,gift, commission or thing of value on account of such sale. SECTION V OATH AND AFFIRMATION I HEREBY AFFIRM UNDER THE PENALTIES FOR PERJURY THAT THE FACTS AND INFORMATION CONTAINED IN THE FOREGOING BID FOR PUBLIC WORKS ARE TRUE AND CORRECT. Dated at FRANKLIN COUNTY this '7 day of RNA aa ;2 2/ BRACKNEY, INC (Name of Organization) By PRE IDENT (Title of Person Signing) ACKNOWLEDGEMENT STATE OF INDIANA )ss COUNTY of FRANKLIN Before me,a Notary Public,personally appeared the above-named KEVIN BRACKNEY and swore that the statements contained in the foregoing document are true and correct. Subscribed and sworn to before me this 9 day of nkwei/ ,22224 o ary Public My Commission Expires:0I}I ' •fl i r 24 ' County of Residence: FRANKLIN EXHIBIT'A' Page 8 of 93 r Subcontract List Work Description Midwest Mole, Inc. Boring 2460 N.Graham Ave. • Indianapolis, IN 46218 Kelley Dewatering&Construction Co. Dewatering 5175 Clay Ave.SW Wyoming, MI 49548 Sub-surface of Indiana, Inc. Directional Bore 7225 W700S Morgantown, IN 46160 . ABC,Asphalt, Block Concrete, Inc. Sawing 5230 Commerce Circle Drive Indianapolis, IN 46237 Ludwig Contracting,Inc. Electrical P.O.Box 128 • Cedar Grove, IN 47016 ITT Water&Wastewater Indiana, LLC Dewatering 7615 West New York Street Indianapolis, IN 46214 • • Gillespie Surveying Construction Engineering 7110 Holland Rd. Brookville, IN 47012 Turn-key Tunneling,Inc. Boring 1247 Stimmel Rd. Columbus,OH 43223 I I EXHIBIT'A'. • Page 9 of 93 • III Financial Statement for Bidders Submitted to oT y r tCAm o,4J hJ /�dleit)ell C° • iA Corpa atio By A o- artners Ip An Individual Address 2/ A7E 4)AA -- �R1X� 14, ,L.td 71) ( 2 Date Submitted 3 - 9 202/ EXI-�Tr�'A' Page 1dt 93 It CONTRACTOR'S STATEMENT OF FINANCIAL CONDITION OF BRACKNEY,INC. Employer Identification Number(Federal Tax Number) 3 5 - 1 8 7 2 5 9 0 Condition at Close of Business DECEMBER 31 ,20 19 ASSETS DETAIL TOTALS Current Assets 1. Cash $ --- -------•--3931,679 2. Notes Receivable Due Within One(1)Year _________�-- 3. Bid Deposits and Guarantees 4. Accounts Receivable from Completed Construction Contracts 197,271 ---.....5. Accounts Receivable from Incomplete Construction Contracts 3230 pee 6. Costs of Incomplete Contracts in Excess of Related Billings 7. Costs and Estimated Earnings in Excess of Billings on Incomplete Contracts 180,s35_ 8. Equipment Rentals and Other Accounts Receivable __ 12,284 9. Materials in Stock Not Included in Items 4 and 5 ___, 1200. 10. Stocks,Bonds and Other Securities 11. Accrued Interest and Other Current Assets 72,130 Subtotal,Current Assets $ 7,616,109 12. Construction Equipment-Net Book Value 2 530 002 Fixed and Other Assets 13. Other Plant and Equipment _ __ 414. 14. Real Estate_ 2,451784 15. Cash Surrender Value of Life Insurance Policies(Net of policy loans) 16. Other Assets __•• __•, SA non Subtotal,Fixed and Other Assets 2.487.198 Total Assets .. ._ _. $ _ 12.633.309 LIABILITIES AND NET WORTH Current Liabilities 17. Notes Payable and Other Long-Term Liabilities(Due Within One(1)Year) _ $ 153,481 18. Accounts Payable _____- 423.056 19. Billings on Incomplete Connects in Excess of Related Costs 20. Billings on Incomplete Contracts in Excess of Costs and Estimated Earnings__ -t952,120 21. Accrued Taxes and Other Liabilities(Duo Within One(1)Year) __. 337.879 Subtotal,Current Liabilities $ _.-. ----2J361.60.5. Long-Term Liabilities 22. Notes Payable and Other Long-Term Liabilities(Balance After One(1)Year)__ $ 23. Deferred Income Taxes(Non-Current Portion) Subtotal,Long-Term Liabilities $ -_-•-•-_•-27�o3g Net Worth 24. Individual or Partnership Capital S 25. Capital Stock 550,988 26. Additional Paid-In Capital _- 27. Retained Earnings - 8 938 74q. 28. Other -- -• 29. Other Subtotal,Net Worth - 9 489-734 Total Liabilities and Net Worth $ 12 nss anq 30. Contingent Liabilities $ IMPORTANT:All Items shown In the above FINANCIAL STATEMENT must be detailed in the schedules on subsequent pages. Do not change the descriptive title of any balance sheet Item or supporting schedule.For Item(s)not specifically listed,use the applicable schedule(s). EXHIBIT'A' Page 11 of 93 . Page 10 of 25 • DETAILS RELATIVE TO ASSETS Cash: (a) On hand(petty cash)_______. $ (b) Deposited in banks named below 3 9315.79. Attach the corresponding reconciled bank statement as supporting documentation. NAME OF BANK TYPE OF ACCOUNT DEPOSITED IN THE NAME OF AMOUNT FIRST FINANCIAL BANK CHECKING BRACKNEY,INC. $3,931,679 • • • 2 Notes Receivable Due Within One(1)Year FRECEIVABLE FROM FOR WHAT UATE OF HOW SECURED AMOUNT ATURITY • Have any of the above been discounted, If so,state amount,to whom and for what reason. • sold or pledged? ❑ Yes ❑ No • 3 Bill Deposits and Guarantees DEPOSITED WITH FOR WHAT WHEN AMOUNT RECOVERABLE • What amount,if any,has been assigned,sold or pledged? • $ 4 Accounts Receivable From Completed Construction Contracts(exclusive of claims not approved) $ _ 1e7;271 INDOT may request corresponding AIR Aging by Invoice date as supporting documentation. _ RECEIVABLE FROM NATURE OF CONTRACT AMOUNT AMOUNT DUE OF CONTRACT MORAINE,OH $123,100 VARIOUS TIME AND MATERIAL JOBS $64,171 Have any of the above been discounted, If so,state amount,to whom and for what reason. sold or pledged? ❑ Yes m No EXHIBIT'A' Page 12 of 93 Pane 11 of 25 DETAILS RELATIVE TO ASSETS (continued) 'Accounts Receivable from Incomplete Construction Contracts(as shown by engineer's or architect's estimate): 5 (a) Amount retained to date,due upon completion of contracts - $ 1.182.555 (b) Amount receivable after deducting amount retained 2.048,075 INDOT may request corresponding AIR Aging by Invoice date as supporting documentation. DESIGNATION OF CONTRACT AND AMOUNT OF AMOUNT AMOUNT RETAINAGE AMOUNT DUE WHEN EXCLUSIVE OF FOR WHOM PERFORMED CONTRACT BILLED RECEIVED DUE AMOUNT AMOUNT RETAINED RICHMOND,INDIANA-NW 13TH ST $10,699,821 $7,526,217 $6,545,289 • $376,311 $604,618 REEMELIN&CRESTNOLL $1,570,546 $1,566,846 $1,441,498 • $125,348 $0 NEW LONDON $488,607 ' $470,489 $463,047 • $7,442 $0 FAIRFIELD PUMP STATION $2,923,615 $2,774,957 $2,497,461 $277,496 $0 RICHMOND,INDIANA-CSO 006 SS IMPROVEMENTS ' $2,290,242 $1,488,965 $1,088,254 • $74,448 $326,263 HARRISON,OH-STONE DR&WEST RDSEWER $1,154,890 $1,072,303 $965,156 $46,196 $60,951 Parker City,I-MONROE SCHOOL LIFT STATION $1,025,636 $934,681 $634,104 $93,468 $307,109 HAMILTON,OH-YANKEE ROAD WATER MAIN REPLACEMENT $882,344 $592,825 $414,559 • $59,282 $118,984 BATAVIA,OH STRT48&ST RT28 WATER MAIN REPLACEMENT $1,599,266 $768,623 $547,151 * $61,490 $159,982 BATESVILLE,IN-WATERWORKS IMPROVEMENTS _$8,949,581 $1,221,472 $777,409 • $61,074 $382,989 LIBERTY,IN-WHITEWATER MEMORIAL STATE PARK $103,330 $97,179 $0 • $0 $97,179 *-AT COMPLETION BAD DEBT ALLOWANCE -$10,000 Have any of the above been discounted, If so,state amount,to whom and for what reason. sold or pledged? ❑ Yes (ZI No 6 Costs of Incomplete Contracts In Excess of Related Billings - I _ $ (Completed Contract Method)Amount receivable after deducting amount retained 7 Costs and Estimated Earnings in Excess of Billings on Incomplete Contracts __ $ 180,935 (Percentage of Completion Method) 8 Equipment Rentals and Other Accounts Receivable $ 12,264 RECEIVABLE FROM FOR WHAT • WHEN DUE AMOUNT FIRST FINANCIAL BANK INTEREST 6/18/20 $932 OTHER DAMAGED EQUIPMENT-JUDGMENT AWARDED FROM COURT 2020 $11,332 • • • • What amount,if any,is due after one(1)year? $ Assigned,sold or pledged? $ LXFI IBIT'A' Page 13 of 93 Paae 12 of 26 • DETAILS RELATIVE TO ASSETS (continued) Materials in Stock Not Included in Items 4 and 5: Inventory Values: (a) For use on own construction contracts $ -_--.- 1,200 9 (b) Non-construction or for sale to others(i.e.direct sales) ....--- Attach supporting detail reflecting item quantities and unit values. PRESENT VALUE DESCRIPTION OF MATERIAL QUANTITY FOR INCOMPLETE OTHER CONTRACTS MATERIALS CONCRETE PIPE FITTINGS AND PLASTIC PIPE $1,200 Stocks,Bonds,and Other Securities 10 (a) Listed-Book Value $ (b) Present Market Value No consideration as working capital will be given unless book value and market value,determined or verified by the accountant,is given. PRESENT MARKET VALUE BOOK VALUE ISSUING COMPANY DESCRIPTION QUANTITY UNIT AMOUNT UNIT AMOUNT • If any are pledged or in escrow,state to whom and for what reason.Specify co-owner or beneficiary of non-negotiables. 11 Accrued Interest and Other Current Assets $ 72,130 DESCRIPTION AMOUNT CERTIFICATE OF DEPOSIT $72,130 • • • • CXI IIDIT'A' Page 14 of 93 Paoe 13 of 25 . I u o et N I 01 . Me E sr Pl uls N' V fA C W 1 0 Y 0 ! mJ o i 6Q N .3 z co 0 Z o F O I J Q M D C) r- =a ca ao . 0 w •a 0 c u 4a a in w `. > V n W x 3 •: W co 0 0. - Z i" m ai V• O cn 4. QLt..II'� Q N 0 v 13o a d cr CO l CO i. flEJi 1:3 CI W '13 c a U ,J mb >_2 Q Q O y W O m CaPa la as.41 d• .• 0 L. _.: Z V N 0 V u a a �q a� fi C.) a0iy Q. W'Z. E ei G 4p s c fi U U t/1 w icr a w . O o C z _ U 2 " c� O 0 U ci CO L. w N o _ FXHIRIT'A' Page 15 of 93 • • DETAILS RELATIVE TO ASSETS (continued) Other Plant and Equipment-Net Book Value $ $414.0o 13 (List office equipment,plant and operating equipment of gravel pits,quarries,commercial concrete products,steel fabrication plants,aircraft,etc., as well as equipment of any non-construction business enterprise,including recreational and pleasure boats.Do not include such items in Schedule 12.) YEAR ACCUMULATED NET DESCRIPTION ACQUIRED COST DEPRECIATION BOOK ENCUMBRANCE VALUE MISCELLANEOUS OFFICE EQUIPMENT,PER ATTACHED $78,517.00 $78,103.00 $414.00 $0.00 • 14 Real Estate and Net Book Value of Improvements(including Leasehold improvements) $2,451,784.00 LOCATION AND DESCRIPTION OF PROPERTY TITLE HELD IN WHOSE NAME NET AMOUNT OF • BOOK VALUE ENCUMBRANCES POLE BUILDING AND OFFICE TRAILER CORPORATE $25,948.00 $0.00 SOUTHGATE PROPERTY CORPORATE $600,000.00 $0.00 CONSTRUCTION IN PROCESS CORPORATE 81,825,838.00 $0.00 Cash Surrender Value of Life Insurance Policies(exclusive of loans) $ __ Y„_ CORPORATIONS-Policies carried on officers or supervisory employees of the corporation,payable to and under control of the corporation.T 15 'PARTNERSHIPS-Polices carried on partners or supervisory employees payable to and under control of the partnership. INDIVIDUALS-Policies carried on the individual under his exclusive control and payable to any beneficiary;policies carried on supervisory employees,payable to and under exclusive control of the qualifying individual or his estate;policies carried on members of the immediate family,payable to and under exclusive control of the qualifying individual or his estate. CARRIED ON BENEFICIARY WHO HAS CONTROL AS TO SURRENDER AMOUNT LOANS OR SURRENDER VALUE OF LOANS 16 Other Assets $ $354000.00 DESCRIPTION AMOUNT RESTRICTED CASH $35,000.00 • EXHIBIT'A' Page 16 of 93 Paae 15 of 25 • i • • DETAILS RELATIVE TO LIABILITIES 17 and 22 Notes Payable and Other Long Term Liabilities (A) (B) (C) (D) (E) PAYMENT DATE =(A)-(B) =(C)-(D) CREDITOR TERMS! OF PRINCIPAL DUE WITHIN BALANCE DUE WITHIN BALANCE BEGIN BALANCE 12 MONTHS AFTER 12 13.24 AFTER 24 DATE MATURITY MONTHS (mm/dd/yy) (mm/dd/yy) MONTHS MONTHS SEE ATTACHED $430,520 $153,981 $277,039 $140,678 $136,361 • TOTAL $430,520 $140,678 $136,361 TOTAL FOR ITEM 17(TOTAL COLUMN B) $ 153,481 TOTAL FOR ITEM 22(TOTAL COLUMN C) $ 277,039 18 Accounts Payable $ ,_ „ .. _ 423 056 DATE PAYABLE TO FOR WHAT PAYABLE AMOUNT (mm/dd/yy) SEE ATTACHED $423,056 FYHIRIT'A' Page 17 of 93 Pace 16 of 25 • • DETAILS RELATIVE TO LIABILITIES (continued) • 19 Billings on incomplete Contracts in Excess of Related Costs (a) Cost Portion (Completed Contract Method) (b) Unrecorded earned income $- Billings on Incomplete Contracts in Excess of Costs and Estimated Earnings $ _,952,120 20 (Percentage of Completion Method) 21 Accrued Taxes and Other Liabilities Due Within One(1)Year 3 ____ __,_ Y337,879 DATE DESCRIPTION PAYABLE AMOUNT (mmlddlyy)• Deferred Income Taxes(Current Portion) DIVIDENDS PAYABLE $313 ACCRUED EXPENSES AND PAYROLL WITHHOLDINGS $337,566 22 Notes Payable and Other Long-Term Liabilities Refer to Schedule 17 and 22 on Page 16. • 23 Deferred Income Taxes(Non-current Portion) $ NET WORTH 24 Individual or Partnership Capital $- --- Capital Stock (a) Common $ 550.988 25 (b) Preferred $ 26 Additional Paid-in Capital $ 27 Retained Earnings L 28 Other: $ 29 Other. CONTINGENT LIABILITIES Total Contingent Liabilities: 30 Attach supplementary schedule explaining the item(s)listed below. $ On notes receivable,discounted or sold On accounts receivable,pledged,assigned or sold ______- As a bondsman -- As guarantor on contracts,notes or accounts of others --------------------- On lawsuits pending but not reduced to judgment -..----.r..._. Other(specify) EXHIBIT'A Page 18 of 93 Panes 17 of 75 • • CONTRACTOR'S STATEMENT OF EXPERIENCE WORK TYPE CLASSIFICATIONS IMPORTANT:IF AN APPLICANT DOES NOT COMPLETE THE YEARS OF EXPERIENCE AND THE VOLUME OF SELF PERFORMED WORK FOR EACH WORK TYPE REQUESTED IN THE SPACES BELOW,THE APPLICANT MAY NOT BE GIVEN THAT WORK TYPE,EVEN IF GIVEN TO THE APPLICANT IN THE PAST.Check each work type the applicant desires for prequalification.For each work type checked,indicate the years of experience and the total amount of work performed(1,000s)by the company's own forces,Including federal,state,county,city and private work.Do not include work performed by subcontractors.If other specialty work types are desired,add the corresponding Information in the blank spaces provided.New and renewal applications should list work for the previous three(3)years.The experience and total amounts shown here should be developed in pages 20-21.NOTE: Information for specific work type requirements is listed at http://www.in.eov/indot/files/Regrouped%20Work%20Tvpe%20Code.pdf. SELF PERFORMED WORK(1,000s) YEARS OF MAJOR WORK TYPE CLASSIFICATIONS EXPERIENCE YEAR: YEAR: YEAR: 2019 2018 2017 © 37 A(a) Concrete Pavement:General 530 360 695 ❑ A(b) Concrete Pavement:Limited 37 B(a) Asphalt Pavement:w/INDOT Certified HMA Plant 622 460 785 ❑ C(a) Heavy Grading 37 C(b) Light Grading 276 220 335 ❑ D(a) Highway or Railroad Bridge Over Water ❑ D(b) Highway or Railroad Bridge Over Highway ❑ D(c) Hwy/RR Bridge Requiring RR Track Protection - El E(a) Traffic Control:Signal Installation ❑ E(b) Asphalt Pavement:w/o INDOT Cert HMA Plant ❑ E(c) Bridge Deck Overlay and Minor Bridge Repair ❑ E(d) Traffic Control:Sign Installation © 37 E(e) Small Structures and Drainage Items 1,340 450 2,230 ❑ 37 E(f) Surface Masonry and Miscellaneous Concrete 263 220 307 ❑ E(g) Traffic Control:Pavement Markings ® 37 E(h) Deep Sewer and/or Excavation 2,466 3130 1803 © 37 E(i) Permanent Seeding,Sodding and Top Soil 233 220 247 ❑ E(j) Landscaping ❑ E(k) Guardrail,Cable Barrier,Crash Attenuators and Fence ❑ E(I) Structural Steel Erection ❑ E(m) Cleaning and Painting Bridges • ❑ E(n) Vegetation Control ❑ E(p) Bridge Deck Sealing ❑ E(q) Concrete Pavement:Repairs ❑ E(r) Asphalt Pavement Milling ❑ E(s) Roadside Mowing ❑ E(t) Demolition SPECIALITY WORK TYPE CLASSIFICATIONS (Describe or provide work type code.) © 37 0400-Water and Wastewater Treatment Systems 705 410 1,000 O EXHIBIT'A' Page 19 of 93 Ponta 4Rn19F CONTRACTOR'S STATEMENT OF EXPERIENCE 1. How many years has your organization been in business as a contractor.(a)under your present business name? 28 -� years. (b)Under the name of BRACKNEY EXCAVATING for 31 years. 2. How many years experience in construction work has your organization had: (a)As a general contractor?47 _ (b)As a subcontractor?46 3. What other states are you prequalified to perform highway work? OHIO DEPARTMENT OF TRANSPORTATION;KENTUCKY TRANSPORTATION CABINET 4. Has your company ever failed to complete any work awarded to it? ❑ Yes m No If so,where and why? 5. Has any owner or officer of your organization ever been an owner or officer of some other organization that failed to complete a construction contract?❑ Yes 0 No If so,state the name of the individual,other organization and reason. 6. Has any owner or officer of your organization ever failed to complete a construction contract handled in his/her own name? 0 Yes g6 No If so,state the name of the individual,name of owner and reason. • 7. Has any officer,employee or representative of your organization been convicted of a bidding crime(Bid Rigging,RICO)resulting from a jury or bench trial,entered into a plea of guilty or nolo contendere,made a public admission,made a presentation as an unindicted co-conspirator,or gave testimony,which is protected by a grant of immunity,in any Jurisdiction within the past five(5)years?Has the applicant,or any officer of the applicant,ever been the subject of a suspension or debarment action by any agency of the federal government? ❑ Yes ® No If so,provide the date of the offence and conviction,details of the offense,court documents and other pertinent information. 8. In what other lines of business are you financially interested? 9. List equipment that you lease on a regular basis.Describe each piece by listing manufacturer,kind and capacity,and name and address of the lessor. LARGE CRANES(ALL MANUFACTURERS)50-70 TON 10. Briefly describe the kinds of work you usually perform with your own forces. BRIDGES,WATERLINES,SEWER,GRADING,SLOPE CONTROL,GRAVEL HAULING,CARPENTRY AND GENERAL CONSTRUCTION WORK 11. Briefly describe the kinds of work you usually subcontract to others. ELECTRICAL,PLUMBING AND HEATING 12. List owners of the companyand any major stockholders,including the percentage owned by each.If owned by a parent company show the name of parent and its ownership Interest. KEVIN C.BRACKNEY....33.51% CHRISTA M.WILSON 33.25% ERIC M.BRACKNEY 33.24% EXHIBIT'A' Page 20 of 93 Pace 19 of 25 • CONTRACTOR'S STATEMENT OF EXPERIENCE (Continued) 13. List names,Federal Employer ID Numbers(FEIN)and addresses of all parent,subsidiary and affiliate companies.Check If the company is a parent (PAR),subsidiary(SUB)or affiliate(AFF).For purposes of this list,concerns are affiliates of each other(except as otherwise provided in 13 CFR part 121)when,either directly or indirectly:(I)one concern controls or has the power to control the other;or(ii)a third party or parties controls or has the power to control both;or(Iii)an identity of interest between or among parties exists such that affiliation may be found. In determining whether affiliation exists,it is necessary to consider all appropriate factors,including common ownership,common management,and contractual relationships.If there is rio parent,subsidiary or affiliate,please write"None"below.NOTE:A separate list may be substituted for this question if it contains all of the required information. NAME OF COMPANY FEIN ADDRESS(number and street,city,state,an ZIP code) PAR SUB AFF N/A 0 0 ❑ ❑ ❑ ❑ ❑ 0 0 ❑ ❑• ❑ ❑ ❑ ❑ 14. List the projects the company has under contract or pending award.NOTE:A company prepared list of projects maybe substituted for this question if It contains all of the required Information. TYPE OF WORK CONTRACT PERCENT CONTRACT IDENTIFICATION,LOCATION OF WORK AMOUNT COMPLETE ' AND FOR WHOM PERFORMED SEE ATTACHED SCHEDULE 0% 0% 0% 0% 0% 0% 0% • 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% • 0% 15. List the construction experience of the principal individuals of your present organization.NOTE:New applicants should attach résumés. PRESENT POSITION YEARS OF MAGNITUDE AND TYPE OF NAME OF INDIVIDUAL IN YOUR CONSTRUCTION WORK IN WHAT CAPACITY ORGANIZATION EXPERIENCE KEVIN BRACKNEY PRESIDENT 26 GENERAL CONSTRUCTION 100% MARK BRACKNEY BRD OF DIRECTORS 52 GENERAL CONSTRUCTION 100% DOUG BRUNS SUPERINTENDANT 40 GENERAL CONSTRUCTION 100% STEVE STANG FOREMAN 40 GENERAL CONSTRUCTION 100% NORB FARMER FOREMAN 40 GENERAL CONSTRUCTION 100% RYAN KERR FOREMAN 23 GENERAL CONSTRUCTION 100% MIKE RAINES FOREMAN 38 GENERAL CONSTRUCTION 100% JOHN FUCHS SAFETY MANAGER 31 GENERAL CONSTRUCTION 100% EXHIBIT'A' -Page 21 of 93 Page 20 of 25 IPAGE20414 List the projects the company has under contract or pending award. TYPE OF CONRACT PERCENT WORK AMOUNT COMPLETE CONTRACT ID,LOCATION OF WORK AND FOR WHOM PERFORMED JOB N SEWER $ 10,731,236.00 50% NW 13TH STREET INTERCEPTOR-RICHMOND,IN 1785 _ SEWER $ 2,926,749.00 25% WEST FAIRFIELD PUMP STATION • 1840 SEWER $ 2,290,242.00 0% RICHMOND CSO 006 SANITARY SEWER IMPROVEMENTS 1850 SEWER $ 79,385.00 95% WHITEWATER MEMORIAL STATE PARK,STATE OF INDIANA 1905 SEWER $ 1,154,890.00 90% STONE DRIVE&WEST ROAD SANIAATY SEWER REPLACEMENT,CITY OF HARRISON OHIO 1910 SEWER $ 1,026,488.50 85% MONROE CENTRAL SCHOOL LIFT STATION&FORCE MAIN-PARKER CITY,IN 1920 WATER $ 882,344.00 80% YANKEE ROAD WATER MAIN,BUTLER COUNTY BRD OF COMMISSIONERS 1930 WATER $. 1,599,266.15 60% ST RT1148&ST RTN28 WATER MAIN-CLERMONT CO BRD OF COMMISIONERS 1940 WATER $ 9,024,524.55 10% BATESVILLE WATERWORKS IMPROVEMENTS-BATESVILLE,IN 1950 SEWER $ 100,715.00. 100% WHITEWATER MEMORIAL STATE PARK FLUSH-STATE OF INDIANA 1960 SEWER $ 3,117,134.00 0% PHASE 1 LTCP IMPROVEMENTS-CITY OF BERNE,IN 1970 • Excel•OOTIN•20101N001.2010 Contractar's Statement of Experience(PAGE 20) EXHIBIT'A' Page 22 of 93 • 0• . o % E 0 2 E u)....8.,/ 7/ \ \ 0 a) a) c Ekf 1 a& k � -o E o I kdk = o 0kk . - 0 / / k 0 c0 d k c c i30 • 6 7." 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N. 0 C O. } Q N J N ¢� o cc {� J Z y n O o o c, E a 0 ni Z 00 0 F 2 in z a 0 00 g a S 2 7 Za b 0 2 O a ¢ m W x O m O a » ..-.-g 6 e ff N N ui z, z z 2 m 00-1 O M vui w 3 O d o Y c O Q H y y O_ E Q Z ,, J N N a.. O N W N ? Q ILL CU ¢ •� ti cCC 5 w 5 8 d O O 3 O 17 1- d c6 ;. ¢ M 1- J O c o c O cc O ¢ ry ¢ N N 2 W w w 0 w W ¢ 3 w N m 4 w a1 veva IIL.d 0 2 z m O Z ¢ 2 w $¢ o cc w _ $¢ co } a(0 = 0 0 o >- cc Z U � , 0 0 4!._ 0 0 Lai G. U 00 Z W 9 K g ro.0 d p 2 0 z a 0 W CC N 2 0 I- v Z 2 al Y 1- y�j c coW E O a 0 0 aa. p ¢ O ¢ O > w 5T u ac J O 0 ,12 ¢ 2 J J " 3 0 0 o n 1- 2 1- - u � = cc EIlll CC L LL Ci N Y m 3 it 1ii Page 24 of 93 • ORGANIZATION Certified Copy of Resolutions The undersigned, being duly authorized on behalf of the Company,does hereby certify that the following resolutions were adopted by the Company through an appropriate procedure that constitutes the requisite authority of the Company. 1. BE IT RESOLVED that the following individuals are designated as the current officers, members,and/or partners of the Company: FULL PRINTED NAME TITLE KEVIN C. BRACKNEY PRESIDENT CHRISTA M.WILSON VICE PRESIDENT • 2. BE IT RESOLVED that the following persons are authorized to execute contracts and all other documents that will bind the Company: FULL PRINTED NAME TITLE KEVIN C. BRACKNEY PRESIDENT DOUG BRUNS SUPERINTENDENT MARK E. BRACKNEY BOARD OF DIRECTORS • EXHIBIT'A' Page 25 of 93 Pan=99 of 95 • 3. (If applicable) BE IT RESOLVED that the following persons and/or firms are the Representative Entities authorized to execute contracts and all other documents that will bind the Company: LEGAL NAME OF REPRESENTATIVE ENTITY TITLE 4. (If applicable) BE IT RESOLVED that the following persons are authorized to execute contracts and all other documents on behalf of a Representative Entity that will bind the Company: FULL PRINTED NAME AND TITLE LEGAL NAME OF REPRESENTATIVE ENTITY EXHIBIT'A' Page 26 of 93 Paae 23 of 25 • • Certification of Resolutions The undersigned, as a duly authorized book keeper for the Company, certifies that the above resolutions are a true and accurate copy of the resolutions adopted by the Company,that the resolutions are in full force as the date of this Statement,and that the Company has the full authority to adopt these resolutions for the purpose of this Statement. In Witness Whereof,the undersigned has executed and delivered the above Certified Copy of Resolutions with effect as of the date of this Statement's execution,provided herinbelow. Applicant's Verification of Statement The undersigned affirms, under penalties of perjury,that the undersigned has all necessary authority to execute this Contractor's Statement of Experience and Financial Condition on behalf of the Company,and verifies,subject to the penalties of perjury,that the statements contained herein are true and accurate. Signed this day of ,20 By: Signature KEVIN C. BRACKNEY Printed Name PRESIDENT . Title BRACKNEY, INC. Legal Name of the Company • SIGNATURE PAGE INSTRUCTIONS This signature page must be printed and signed by a duly authorized representative of the Company. An electronic copy of the signed original must be submitted with the applicant's completed Statement, using the CPQ application in ITAP. The original signed copy of this signature page,along with the foregoing Certified Resolutions,must be maintained with the business records of the Company,and made avaiiableforinspection by the Department upon request. EXHIBIT'A' Page 27 of 93 Page 24 of 25 . 1 • del*. ,,,fr. .4IIIIi,,,,, ,,, let tt tele ' EXHIBIT'A' Page 28 of 93 Page 25 of 25 BRACKNEY, INC. FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION Years Ended December 31, 2019 and 2018 EXHIBIT'A' Page 29 of 93 TABLE OF CONTENTS • Page INDEPENDENT AUDITORS'REPORT 1 -2 FINANCIAL STATEMENTS Balance Sheets 3 Statements of Operations and Retained Earnings 4 Statements of Cash Flows 5 Notes to the Financial Statements 6-12 SUPPLEMENTARY INFORMATION Schedules of Cost of Revenue Earned 13 Schedule of Revenue-Completed Contracts 14 Schedule of Revenue-Uncompleted Contracts 15 Schedules of General And Administrative Expenses 16 Schedules of Other Income(Expense) 17 EXHIBIT'A' Page 30 of 93 ' r i 7 riS /1\1\ DY WA 11. MAYi 'g sS'wSCIEOEI?1TELD INDEPENDENT AUDITORS'REPORT Board of Directors • Brackney,Inc. Brookville, Indiana We have audited the accompanying financial statements of Brackney,Inc.(an Indiana S Corporation), which comprise the balance sheets as of December 31,2019 and 2018, and the related statements of operations and retained earnings and cash flows for the years then ended,and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America;this includes the design, Implementation,and maintenance of internal control relevant to the preparation and fair • presentation of financial statements that are free from material misstatement,whether due to fraud or error. Auditors'Responsibility Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors'judgment,including the assessment of the risks of material misstatement of the financial statements,whether due to fraud or error. In making those risk assessments,the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly,we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management,as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 3601 Rigby Road o Suite 400 o Dayton, Ohio o 45342-4981 I Woodside Drive o Richmond, Indiana o 47374-2630 4249 Easton Way o Suite 100 o Columbus, Ohio o.43219-6170 11175 Cicero Drive o Suite 300 e Alpharetta, Georgia o 30022-1166 www.bradyware.com EXHIBIT'A' Page 31 of 93 to Y BRADY WARE /i d INDEPENDENT AUDITORS' REPORT Opinion In our opinion,the financial statements referred to above present fairly, in all material respects,the financial position of Brackney,Inc.as of December 31, 2019 and 2018, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Report on Supplementary Information Our audit was conducted for the purpose of forming an opinion on the financial statements as a whole. The supplementary Information on pages 13-17 is presented for the purpose of additional analysis and is not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements,or to the financial statements themselves,and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion,the information is fairly stated in all material respects in relation to the financial statements as a whole. c Z4, /,&AOC. Richmond,Indiana March 23,2020 2 EXHIBIT'A' Page 32 of 93 • BRACKNEY, INC. - I BALANCE SHEETS December 31,2019 and 2018 2019 2018 ASSETS CURRENT ASSETS Cash $ 3,931,679 $ 2,038,909 Certificate of deposit 72,130 72,130 Accounts receivable, net 3,418,833 3,028,994 Accounts receivable-other 11,332 17,334 Contract assets 180,935 1,375,794 Stock inventory-at cost 1,200 1,200 Total current assets 7,616,109 6,534,361 PROPERTY AND EQUIPMENT, NET 4,982,200 3,834,457 RESTRICTED CASH 35,000 35,000 $ 12,633,309 $ 10,403,818- LIABILITIES AND STOCKHOLDERS'EQUITY CURRENT LIABILITIES Current maturities of long-term notes payable $ 153,481 $ 51,210 Accounts payable-trade 423,056 453,329 Contract liabilities 1,952,120 808,408 Distributions payable 313 370,426 Accrued expenses and payroll withholdings 337,566 369,734 Total current liabilities 2,866,536 2,053,107 LONG-TERM NOTES PAYABLE, NET OF CURRENT MATURITIES 277,039 89,618 Total liabilities 3,143,575 2,142,725 STOCKHOLDERS'EQUITY Common stock 550,988 550,988 Retained earnings 8,938,746 7,710,105 • Total stockholders'equity 9,489,734 8,261,093 $ 12,633,309 $ 10 403,818 See notes to financial statements. 3 EXHIBIT'A' Page 33 of 93 BRACKNEY,INC. STATEMENTS OF OPERATIONS AND RETAINED EARNINGS Years Ended December 31,2019 and.2018 2019 2018 Amount Percent Amount Percent CONTRACT REVENUE EARNED $ 13,007,748 100.0 $ 13,732,745 100.0 COST OF REVENUE EARNED 11,046,207 84.9 11,748,263 85.5 GROSS PROFIT 1,961,541 15.1 1,984,482 14.5 GENERAL AND ADMINISTRATIVE EXPENSES 643,837 4.9 633,990 4.6 INCOME FROM OPERATIONS 1,317,704 10.2 1,350,492 9.9 OTHER INCOME(EXPENSE) 17,372 0.1 30,140 0.2 NET INCOME 1,335,076 10.3 1,380,632 10.1 RETAINED EARNINGS Beginning of year 7,710,105 8,013,874 Distributions (106,435) (1,684,401) End of year $ 8,938,746 $ 7,710,105 See notes to financial statements. 4 EXHIBIT'A' Page 34 of 93 • BRACKNEY,INC. STATEMENTS OF CASH FLOWS Years Ended December 31,2019 and 2018 2019 2018 OPERATING ACTIVITIES Net income $ 1,335,076 $ 1,380,632 Adjustments to reconcile net income to net cash and restricted cash provided by operating activities: Depreciation 603,677 571,383 Loss on the disposal of equipment 1,602 1,354 1,940,355 1,953,369 Changes in operating assets and liabilities: Accounts receivable, net (389,838) (837,850) Accounts receivable-other 6,002 (17,334) Contract assets 1,194,859 (960,706) Accounts payable-trade (30,272) 189,695 Contract liabilities 1,143,712 (187,928) Accrued expenses and payroll withholdings (32,168) 23,937 Net cash and restricted cash provided by operating activities 3,832,650 163,183 INVESTING ACTIVITIES Purchases of property and equipment (1,343,942) (1,129,065) Change in amount due from stockholders - 7,598 Net cash and restricted cash used by investing activities (1,343,942) (1,121,467) FINANCING ACTIVITIES Principal payments on long-term notes payable (119,390) (273,189) Distributions (476,548) (1,315,355) Net cash and restricted cash used by financing activities (595,9381 (1,588,544) NET INCREASE(DECREASE)IN CASH AND RESTRICTED CASH 1,892,770 (2,546,828) CASH AND RESTRICTED CASH Beginning of year 2,073,909 4,620,737 End of year $ 3,966,679 $ 2,073,909 See notes to financial statements. 5 EXHIBIT'A' Page 35 of 93 BRACKNEY,INC. NOTES TO THE FINANCIAL STATEMENTS NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations-Brackney,Inc.(the"Company") is an Indiana corporation operating as an excavation contractor. The Company is engaged in water and sewage line installation,drainage control, roadways,and general excavation primarily in Indiana and Ohio,and derives its revenue from these activities. Financial Estimates-The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities,and disclosure of contingent assets and liabilities at the date of the financial statements,and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant Estimates-The Company recognizes revenue using the percentage of completion method, which involves significant estimates. Significant estimates used in preparing these financial statements include those used in determining estimated profit under the percentage of completion method of accounting. It is at least reasonably possible that the estimates used will change within the next year. Concentrations-Financial instruments that potentially subject the Company to credit risk consist principally of trade account receivable. A material portion of the Company's net sales is dependent upon a few customers,the loss of whom may have a materially adverse effect on the Company. Net sales to these customers accounted for approximately 47%and 44%of total sales for 2019 and 2018. These customers accounted for 52%and 47%of accounts receivable at December 31,2019 and 2018. Additionally,the Company's cash and restricted cash as of December 31,2019 and 2018 are on deposit with one financial institution in excess of FDIC insurance limits. The Company had three major suppliers who accounted for approximately 46%of the Company's total material purchases for 2019. These suppliers accounted for 70%of accounts payable at December 31, 2019. The Company had four major suppliers who accounted for approximately 66%of the Company's total material purchases for 2018. The accounts payable balance for these suppliers were not significant as of December 31,2018. Further,three major subcontractors accounted for approximately 68%of the Company's subcontractor expense for 2019. The accounts payable balance for these subcontractors were not significant as of December 31,2019. Four major subcontractors accounted for approximately 72%of the Company's subcontractor expense for 2018. These subcontractors accounted for 36%of accounts payable at December 31,2018. Restricted Cash-The Company is required to maintain$35,000 in its checking account as a requirement of the line of credit. Inventories-Inventories are valued at the lower of cost(first-in,first-out method)or market with estimates of quantities and prices used in some cases. Accounts Receivable-An allowance for doubtful accounts has been established for possible losses on the collection of accounts based upon a periodic review of credit risks. Customers not making payments in accordance with terms offered,or historical practices,are determined to be past due. Standard terms are 30 days, but may vary based on specific contract terms negotiated, and the accounts are aged based on invoice date. Accounts are written off against the allowance when management determines that probability of collection is remote and all collection efforts have failed. The balance of the allowance was$10,000 at December 31,2019 and 2018. 6 EXHIBIT'A' Page 36 of 93 BRACKNEY,INC. NOTES TO THE FINANCIAL STATEMENTS NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES-CONTINUED Property and Equipment-Property and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Routine repairs and maintenance are charged to expense when incurred. When property and equipment are retired or sold,the related cost and accumulated depreciation are removed from the respective accounts,and the resulting gains and losses are included in income. The Company reviews for impairment of long-lived assets in accordance with accounting standards. These standards require companies to determine if changes in circumstances indicate that the carrying amount of its long-lived assets may not be recoverable. If a change in circumstances warrants such an evaluation, undiscounted future cash flows from the use and ultimate disposition of the asset, as well as respective market values, are estimated to determine if an impairment exists. Management believes that there has been no impairment of the carrying value of its long-lived assets at December 31,2019 and 2018. Construction Revenue and Contracts in Process-Revenue from fixed-price and modified fixed-price construction contracts are recognized on the percentage-of-completion method, measured by the percentage of costs incurred to date to estimated total costs for each contract. This method is used as management considers the cost-to-cost method to be the best available measure of progress on these contracts. Contracts generally do not exceed one year. Income Taxes-The Company,with the consent of its stockholders,has elected to have its income taxed directly to its stockholders under the provisions of Subchapter S of the Internal Revenue Code,the effect of which is to eliminate federal and state income taxes at the corporate level. It is the intention of management to distribute funds to the stockholders in amounts at least sufficient to pay the increased personal taxes,which result from the election. Income tax expense represents state and municipal taxes for those states and municipalities not allowing the pass-through of taxable income to Company's stockholders. Tax expense was$61,655 and$33,675 for 2019 and 2018. Accounting for Uncertainty in Income Taxes-Accounting standards require the evaluation of tax positions taken,or expected to be taken, in the course of preparing the Company's tax returns,to determine whether the tax positions are"more-likely-than-not"of being sustained by the applicable tax authority. This statement provides that a tax benefit from an uncertain tax position may be recognized in the financial statements only when it is"more-likely-than-not"the position will be sustained upon examination, including resolution of any related appeals or litigation processes,based upon the technical merits and consideration of all available information. Once the recognition threshold is met,the portion of the tax benefit that is recorded represents the largest amount of tax benefit that is greater than 50 percent likely to be realized upon settlement with a taxing authority. No significant uncertain tax positions exist as of December 31,2019. Adoption of New Accounting Standards-The Company adopted the provisions of the Financial Accounting Standards Board's("FASB")Accounting Standards Update("ASU")2016-18,Statement of Cash Flows-Restricted Cash. The new standard requires that the statement of cash flows explain the change during the period in the total of cash,cash equivalents,and amounts generally described as restricted cash or restricted cash equivalents. Entities are also required to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions(See Note 11). ASU 2016-18 has been • applied retrospectively to all periods presented. Advertising-Advertising costs are expensed as incurred. Advertising expense was$6,486 and$6,865 in 2019 and 2018. 7 EXHIBIT'A' Page 37 of 93 BRACKNEY,INC. NOTES TO THE FINANCIAL STATEMENTS NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES-CONTINUED Reclassifications-Certain amounts in the 2018 financial statements have been reclassified to conform to the 2019 financial statement presentation. Subsequent Events-In preparing these financial statements,the Company has evaluated events and transactions for potential recognition or disclosure through March 23,2020,the date the financial statements were available to be issued. NOTE 2-REVENUE RECOGNITION The FASB issued new guidance that created Topic 606, Revenue from Contracts with Customers,in the Accounting Standards Codification(ASC). Topic 606 supersedes the revenue recognition requirements in FASB ASC 605,Revenue Recognition, and requires the recognition of revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. The new guidance also added Subtopic 340-40, Other Assets and Deferred Costs—Contracts with Customers,to the ASC to require the deferral of incremental costs of obtaining a contract with a customer. Collectively,we refer to the new Topic 606 and Subtopic 340-40 as the"new guidance." The Company adopted the requirements of the new guidance as of January 1,2019, utilizing the modified retrospective method of transition. Adoption of the new guidance did not require any significant changes to the Company's accounting policies for revenue recognition,trade and other receivables,contract costs, contract liabilities, or deferred costs. Accordingly,there has been no adjustment to retained earnings or any other balance sheet accounts as of January 1,2019,to reflect adoption of the new guidance. The Company derives its revenue primarily from construction contracts. Contracts include water and sewage line installation,drainage control, roadways,and general excavation primarily in Indiana and Ohio. Revenue is recognized over time as the Company's performance creates or enhances an asset that the customer controls. The Company generally has fixed price construction contracts and uses a cost-to-cost input method to measure the progress towards complete satisfaction of the performance obligation. Under the cost-to-cost measure of progress,the extent of progress towards completion is measured based upon the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. The Company has no contracts where revenue is recognized at a point in time. The timing of revenue recognition, billings,and cash collections results in billed accounts receivable, unbilled receivables(contract assets), and customer advances and deposits(contract liabilities)on the balance sheet. Amounts are billed as work progresses in accordance with agreed-upon contractual terms,either at periodic intervals or upon achievement on contractual milestones. Generally,the Company receives advances or deposits from customers before revenue is recognized, resulting in contract liabilities. In some instances, billing occurs subsequent to revenue recognition, resulting in contract assets. Contract costs include direct material, direct labor, equipment,and subcontract costs, along with certain direct overhead costs. General and administrative expenses are charged to expense as incurred. Contract modifications(change orders)are generally accounted for as a continuation of the original contract. The nature of the Company's fixed price contracts do not give rise to significant variable consideration and the Company is typically paid within 90 days of invoicing customers. The Company's customers routinely retain a portion of the contract price until completion of the project and final contract settlement;however,these retainage amounts are not considered a significant financing component as the intent of the withheld amounts is to provide the customer with assurance that the Company will • complete the obligations under the contract rather than to provide financing to the customer. 8 EXHIBIT'A' Page 38 of 93 ' BRACKNEY,INC. NOTES TO THE FINANCIAL STATEMENTS . NOTE 2-REVENUE RECOGNITION-CONTINUED Incidental items that are immaterial in the context of the contract are recognized as expense. Costs incurred to obtain a contract are expensed as incurred when the amortization period is less than a year. NOTE 3-ACCOUNTS RECEIVABLE 2019 2018 Accounts receivable $ 2,245,346 $ 2,341,037 Retainage 1,182,555 697,025 Interest receivable 932 932 3,428,833 3,038,994 Less allowance for doubtful accounts 10,000 10,000 $ 3,418,833 $ . 3,028,994 Trade receivables are pledged as collateral on the Company's line of credit. Retainages at December 31, 2019 are expected to be collected in 2020. NOTE 4-PROPERTY AND EQUIPMENT 2019 2018 Machinery and equipment $ 7,442,309 $ 6,805,667 Vehicles 2,218,866 2,220,786 Buildings 136,008 136,008 Office equipment 78,517 83,062 Construction in process 1,825,836 763,128 Land 600,000 600,000 Total cost 12,301,536 10,608,651 Less accumulated depreciation 7,319,336 6,774,194 $ 4,982,200 $ 3,834,457 Depreciation expense was$603,677 and$571,383 for 2019 and 2018. During 2018 and continued in 2019,the Company continued construction on their new office building and related maintenance buildings,which is reflected as construction in process in the table above. NOTE 5-LINE OF CREDIT The Company has a$3,000,000 line of credit available with a bank. The maximum amount loaned may not exceed a borrowing base calculation. Interest is payable at the prime rate(4.75%at December 31, 2019)plus 0.25%, but under no circumstances will the interest rate be less than 5.75%. The line of credit is secured by all assets of the Company and matures in May 2020. There were no outstanding borrowings on the line of credit at December 31,2019. 9 EXHIBIT'A' Page 39 of 93 BRACKNEY,INC. NOTES TO THE FINANCIAL STATEMENTS NOTE 5-LINE OF CREDIT-CONTINUED The Company had a$3,000,000 line of credit available with a bank. The maximum amount loaned could not exceed a borrowing base calculation. Interest was payable at the prime rate(5.50%at December 31, 2018)plus 0.25%,but under no circumstances could the interest rate be less than 5.00%. The line of credit was secured by all assets of the Company and matured in May 2019. There were no outstanding borrowings on the line of credit at December 31,2018. The line of credit contains certain restrictive covenants. The Company was in compliance with these covenants at December 31, 2019 and 2018. NOTE 6-NOTES PAYABLE 2019 2018 Vendor note,payable in monthly installments of$4,268 including interest at 0.00%,collateralized by a loader, maturing in September 2021. $ 89,618 $ 140,828 Vendor note,payable in monthly installments of$8,523 including Interest at 0.00%,collateralized by an excavator, maturing in April 2023. 340,902 430,520 140,828 Less current maturities of long-term notes payable 153,481 51,210 $ 277,039 $ 89,618 Current maturities of long-term liabilities over the subsequent four years are as follows: 2020 $ 153,481 2021 140,678 2022 102,270 2023 34,091 $ 430,520 Interest expense on notes payable was$246 for 2018. There was no interest expense in 2019. NOTE 7-COMMON STOCK The Company has 9,900 non-voting and 100 voting shares of no-par common stock authorized, issued and outstanding at December 31,2019 and 2018. The stated value of the shares is$55. 10 EXHIBIT'A' Page 40 of 93 • ' BRACKNEY,INC. NOTES TO THE FINANCIAL STATEMENTS NOTE 8-COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS The summary of contracts in progress is as follows: 2019 2018 Costs incurred on uncompleted contracts $ 16,820,178 $ 11,176,139 Estimated gross profit 4,134,216 3,068,553 20,964,394 14,244,692 Less billings to date 22,725,579 13,677,306 • $ (1,771,185) $ 567,386 Excess billings over revenue earned to date and excess revenue earned over billings to date are included in the accompanying balance sheets as follows: 2019 2018 Contract assets $ 180,935 $ 1,375,794 Contract liabilities (1,952,120) (808,408) $ (1,771,185) $ 567,386 NOTE 9-BACKLOG OF CONTRACTS-UNAUDITED 2019 2018 Beginning of year balance $ 11,897,508 $ 14,466,910 New contracts and adjustments 16,081,100 11,163,343 Less contract revenue earned during the period 13,007,748 13,732,745 End of year balance $ 14,970,860 $ 11,897,508 NOTE 10-MONEY PURCHASE PENSION PLAN The Company has a defined contribution money purchase plan covering substantially all employees. The benefits of the Plan are based on the number of hours of service on jobs contracted with the government under which there is a prevailing wage rate requirement. There are no eligibility exclusions, and participants are fully vested at all times under provisions of the Plan. The Company contributed $391,497 and$375,591 to the Plan for 2019 and 2018. 11 EXHIBIT'A' Page 41 of 93 BRACKNEY,INC. • NOTES TO THE FINANCIAL STATEMENTS NOTE 11 -CASH AND RESTRICTED CASH For purposes of the balance sheets and the statements of cash flows,cash is considered operating cash held In a checking account with a financial institution. Restricted cash consists of those amounts to be maintained in the checking account as a requirement of the line of credit. The following table provides a reconciliation of cash and restricted cash reported within the balance sheets that sum to the total of the same amounts shown In the statements of cash flows. 2019 2018 Cash $ 3,931,679 $ 2,038,909 Restricted cash 35,000 35,000 Total cash and restricted cash shown in the statements of cash flows $ 3,966,679 $ 2,073,909 • NOTE 12-SUPPLEMENTAL CASH FLOW INFORMATION 2019 2018 Cash paid during the year for: Interest $ - Noncash transactions: Equipment acquisitions financed by long-term notes payable $ 409,082 $ 153,631 Dividends declared and not paid during the year $ 313 $ 370,426 NOTE 13-SUBSEQUENT EVENT The COVID-19 pandemic is having a substantial impact on the stock market,the economy,and the normal operations of most businesses. The severity of the financial impact, if any, of this pandemic on the financial position and long-term operations of the Company is not known at this time. 12 EXHIBIT'A' Page 42 of 93 BRACKNEY,INC. SCHEDULES OF COST OF REVENUE EARNED Years Ended December 31,2019 and 2018 2019 2018 Amount Percent Amount Percent Depreciation $ 603,677 4.6 $ 571,383 4.2 Material 3,747,552 28.9 5,033,957 36.6 Rental 157,413 1.2 78,457 0.6 Repairs and maintenance 572,982 4.4 489,822 3.6 Subcontractors 1,652,832 12.7 1,164,468 8.5 Other direct costs 226,278 1.7 274,949 2.0 Labor and benefits 3,600,537 27.7 3,552,503 25.8 Delivery expense 301,802 2.3 338,748 2.5 Bonding insurance 108,444 0.8 129,648 0.9 Travel and entertainment 10,402 0.1 11,473 0.1 Small tools 64,288 0.5 102,855 0.7 $ 11,046,207 84.9 $ 11,748,263 85.5 1 See independent auditors'report. 13 EXHIBIT'A' Page 43 of 93 I BRACKNEY,INC. SCHEDULE OF REVENUE-COMPLETED CONTRACTS Year Ended December 31,2019 Revenue 2019 Job Contract Total Gross Recognized Revenue No, Job Name Amount Cost Profit in Prior Years (Loss) 1770 Hebron, KY $ 592,131 $ 438,553 $ 153,578 $ 578,930 $ 13,201 1780 Richmond, IN 369,578 288,697 80,881 371,442 (1,864) 1795 Cincinnati, OH 1,888,705 1,484,630 404,075 1,728,818 159,887 1830 Moraine,OH 3,077,489 1,628,839 1,448,650 508,565 2,568,924 1845 Brookville, IN 50,000 32,096 17,904 42,283 7,717 1905 Liberty, IN 86,085 55,614 30,471 - 86,085 Various Time and materials - - - - 234,057 $ 6,063,988 $ 3,928,429 $ 2,135,559 $$ 3,230,038 $ 3,068,007 See independent auditors' report. 14 EXHIBIT'A' Page 44 of 93 — , U 0) tO I 0) 0 CO t I t CO I O I r to r C 0 Cr N 1- co N CO cam- 0) .Q N f0 M c0 cs Co ci I. N r r C D 69 0 CA i t t t tO co co t N t N t N C 0 r r r• r r O) V' N ar- O tO .Q r N CO 0 > r: )r 0 co 69 V' h• CO) CO lO d' (0 lO t. CO O) tO 0 r O N 0) 00)) CO N W Or O 0 CO CO CO.O N co g N N Co r Co C- CO. co- h r N. CO co O) r y (O co co N CO N V• CO CO r O CO O ' CO O r N CO N O O) tO CO O) c- O) N 0 N c- r r O) 69. CO c- MM CO CO r CO N It WO N O) O tO M r CO CO (6), O O It N 0 0 IT- 0 CO WO N V' CO CO co N 0) CO r r 0) 1- O al C7 W. M �' .c co Ch V• tC) N ci o c O 0 0 N N CO r N 0) r V O CO N V' '11' N 3 C Cr 10 CD tO V 0CA CO CO CO N N CO N U) e= C4 O F. COE9 9 CO C' O) Co O) WO CO r WO CO N 0) O) O) r N V O CO CO 0 CO N N N C- N- O.▪ _s CO N r O V' O) CA M CO" CO Co V_ r 10 a= CO 0),CD O VC co- N N CU r C- to m el N CO Co t` N. CO 0- CO O) CO N 0) N 3 O O to r tC) V' N O CA 10 N N I M N r c N- r r r N O F- co U3 ti d' N CO CO Cc) O) 0 tO CO r C. r CO *0 n 0 O CO V' '11' V' CO N to N CO CU = 0 CO V^ r N CO N C� c0 CO CO N V' Cc) ✓ r CO tD r OM o r CA r CA V d L . CO M 10 O COO CO(0 V' CD O 0 CO co.O C 10 CO. ` (� G. " r 0 Os CO CO ✓ N- CO CO r N CO O r r U) 'Cr O) CO WO V' T. CO CO CO 0) WO 0) CO �h N O CO 'C CO r N Q. CO 0) 0) r N 'V' O CO O) CO a.+ r+ O CC) el 'tf Rf N CO J OD O O) N cif 0 O U) N co pppp r N CO 10 N Wn CO O WC) Cr tO O 0 V. Cr) CO co V' N CO N CO 10 CO N 0 'O 0 N o r N c-= c- I: N (00. C3 (11. 03 0) r CO co 0 r v 0) co c CD i co co ccoo co I— C CON CCD CO N CO CD N N M. N o a N a LC) O. CO co V O • WD N O) 0) co WC) V O) 0) C` CO N O) LO N '03 O) V' O N C) C 0 CO r WO V O) N 0 CO CO O) r O) 0 0 CO t7 r N N r r CO- 10 M W a r V WCO CO a 2 0 z a) a) E D W. E O C0 = d Cl) W r .0 z 0 -cr 0 6° 0. p x z0 a) a c 0o to 0 Q N o C 0 a °� z _ E o > ,E', a > a .Ec 2 .E 'E t E Y 'E m a`)) 0 m co m co co to co !0 03 2 LL d Ce k CO Z 2 X d' = 0. 2 CO CO J 0 CI Cl) m Wt J C) o a) = Z co .j = 0 0 to 0 0 0 0 0 0 0 0 0 0 0 c W to Co o) r N d WO c- NCO tO CO C) C`O) CO C` .C` CO Co 0) CO 00) CA o CO C}) Cl) mCl) V) - . . . . . r r N-. r r r r' r' EXHIBIT'A' Page 45 of 93 • BRACKNEY,INC. SCHEDULES OF GENERAL AND ADMINISTRATIVE EXPENSES Years Ended December 31,2019 and 2018 2019 2018 Amount Percent Amount Percent Advertising $ 6,486 - $ 6,865 - Bank fees and service charges 2,643 - 1,887 - Dues and subscriptions 16,359 0.1 19,954 0.1 Insurance 81,331 0.6 80,640 0.6 Miscellaneous 51,645 0.4 88,848 0.7 Office supplies and postage 30,571 0.2 29,985 0.2 Officers'salaries 282,286 2.3 278,506 2.1 Professional services 65,042 0.5 63,515 0.5 Real estate taxes 13,977 0.1 2,344 - Rent 5,000 - 7,008 0.1 Repairs and maintenance 454 - 5,787 - Taxes-other 61,655 0.5 33,675 0.2 Telephone 3,464 - 3,119 - Travel and entertainment 11,721 0.1 632 - Utilities 11,203 0.1 11,225 0.1 $ 643,837 4.9 $ 633,990 4.6 • • See independent auditors'report. 16 EXHIBIT'A' Page 46 of 93 BRACKNEY,INC. SCHEDULES OF OTHER INCOME(EXPENSE) Years Ended December 31,2019 and 2018 2019 2018 Amount Percent Amount Percent Loss on the disposal of equipment $ (1,602) - $ (1,354) - Interest expense - - (246) - Interest income 1,585 - 8,260 0.1 Lease and rental income 4,200 4,200 - Other income 13,189 0.1 19,280 0.1 $ 17,372 0.1 $ 30,140 0.2 See independent auditors'report. 17 EXHIBIT'A Page 47 of 93 . I I AFFIDAVIT FOR CORPORATION By virtue of the original Articles of Incorporation or some The following officers and others are authorized to execute subsequent official action of the Stockholders or Board of contracts binding the corporation: Directors,the following are the current officers of the corporation: Chairman of the Board MARK E.BRACKNEY 1. MARK E.BRACKNEY President KEVIN BRACKNEY 2. KEVIN BRACKNEY Vice President CHRISTA WILSON 3. DOUG BRUNS 4. 5. 6. 7. Secretary CHRISTA WILSON 8. Treasurer • 9. 10. Capital paid in cash When Incorporated? In what slate? JANUARY 1,1993 INDIANA If a foreign corporation,give date admitted to do business In Indiana(mmlddlyy) Is the corporation in good standing with the Secretary of State of Indiana in the matter of annual reports?YES STATE OF INDIANA .— SS. COUNTY OF FRANKLIN KEVIN BRACKNEY ,being duly sworn,deposes and says:That he is PRESIDENT of BRACKNEY,INC _ ;the corporation submitting the foregoing statement of experience and financial position;that he has read the same and that the same is true knowledge;that the statement is for the purpose of inducing the Indiana Department of Transportation to award the submltt any depository,vendor,or other agency therein named or with whom they have had business relations is hereby authorizec Department with any information necessary to verify the statement. Signature of officer Sworn before me th s q ` day of one_ ,20 a O j/114.. ,Resident of FRANKLIN _ County,State of IN . Notary Public __......T�._._. . My Commission expires(mm/dd/yy) $-S3- 01•0P.5 NOTE:The Indiana Department of Transportation will not accept any document that is notarized by a notary who is an officer,stockholder of the corporation,or by any relative of the signatory. AV IA,* TINA REISTER �,41••"P�e�.Notary Public.State of Indiana �of -16 :SEAL;;` CommisslonNumber7039se i••• My Commissiob Expires • ii�44yU',A�P�� August 13,2025 • Page 22 EXHIBIT'A' Page 48 of 93 ARTICLE 1—BID RECIPIENT 1.01 This Bid is submitted to: City of Richmond 2380 Liberty Avenue Richmond, IN 47374 1.02 The undersigned Bidder proposes and agrees, if this Bid is accepted,to enter into an Agreement with Owner in the form included in the Bidding Documents to perform all Work as specified or indicated in the Bidding Documents for the prices and within the times indicated in this Bid and in accordance with the other terms and conditions of the Bidding Documents. ARTICLE 2—BIDDER'S ACKNOWLEDGEMENTS 2.01 Bidder accepts all of the terms and conditions of the Instructions to Bidders, including without limitation those dealing with the disposition of Bid security. This Bid will remain subject to acceptance for the number of days after the Bid opening as specified in the Advertisement for Bids,or for such longer period of time that Bidder may agree to in writing upon request of Owner. ARTICLE 3—BIDDER'S REPRESENTATIONS 3.01 In submitting this Bid, Bidder represents that: A. Bidder has examined and carefully studied the Bidding Documents, and any data and reference items identified in the Bidding Documents, and hereby acknowledges receipt of the following Addenda: Addendum No. Addendum,Date 2 -24-2.02/ 3- • B. Bidder has visited the Site, conducted a thorough,alert visual examination of the Site and adjacent areas,and become familiar with and satisfied itself as to the general,local,and Site conditions that may affect cost, progress,and performance of the Work. C. Bidder is familiar with and has satisfied itself as to all Laws and Regulations that may affect cost,progress,and performance of the Work. D. Bidder 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. Bidder has considered the information known to Bidder itself;information commonly known to contractors doing business in the locality of the Site; information and observations obtained from visits to the Site; the Bidding Documents; and any Site-related reports and This document Is a MODIFIED version of EJCDC°C-410,Bid Form for Construction Contracts. Copyright©2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of.Civil Engineers,or is based in part on ex1W�i, _,fE.f�.,r�if'EJCDC documents.Those portions of the text that originated In published EJCDC docum&fiReliiafif eject to the copyright. P-8 I ARTICLE 5-BASIS OF BID ( 5.01 Bidder will complete the Work in accordance with the Contract Documents for the following price(s): SEE ATTACHED BID SCHEDULE Bidder acknowledges that(1)each Bid Unit Price includes an amount considered by Bidder to be adequate to cover Contractor's overhead and profit for each separately identified item, and (2) estimated quantities are not guaranteed, and are solely for the purpose of comparison of Bids, and final payment for all unit price Bid items will be based on actual quantities, determined as provided in the Contract Documents. ARTICLE 6-TIME OF COMPLETION 6.01 Bidder agrees that the Work will be substantially complete and will be completed and ready for final payment in accordance with Paragraph 15.06 of the General Conditions on or before the dates or within the number of calendar days indicated in the Agreement. 6.02 Bidder accepts the provisions of the Agreement as to liquidated damages. ARTICLE 7-ATTACHMENTS TO THIS BID 7.01 The following documents are submitted with and made a condition of this Bid: A. Required Bid security; B. Evidence of authority to do business in the State of Indiana by registration with the Secretary of State; C. Indiana State Form No.96,as amended,with Non Collusion Affidavit; D. List of Project References; E. Contractors Bid (EJCDC C-410)and Bid Schedule—Completely executed and signed; F. Acknowledgement of Addenda Received (EJCDC C-410); G. Contractors required to have a drug testing program in accordance with IC 4-13-18; H. Required Bidder Qualification Statement with supporting data (EJCDC C-451); I. Financial Statement for Bidders—Completely signed and executed; J. E-Verify Affidavit; K. Certificate of No Investment Activities in Iran 7.02 The following documents are to be submitted within five (5) days after Bid Opening. Failure to submit these additional documents shall be reason to reject the bid as non-responsive: A. SRF Documents 1. Forms OEE-1 and OEE-2 2. Documents demonstrating compliance with six(6) affirmative steps 3. Good Faith Efforts Worksheet 4. Bidders List Form(to be used by prime contractor for recording of sub-contractor bids) { 5. Attachment J - Required Certification from Contractor Related to American Iron and Steel This document is a MODIFIED version of EJCDC®C-410,Bid Form for Construction Contracts. Copyright O 2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of Civil Engineers,or is based in part on exFeXPtt3tdirtf'EJCDC documents. Those portions of the text that originated In published EJCDC documEistgedi6130fiblject to the copyright. P-10 ARTICLE 9-BID SUBMITTAL BIDDER:[Indicate correct name of bidding entity] /� V I, . ''4e 16.1E y I , By: [Signature] [Printed name] IV/AJ R �,/l 'J rKN@y (If Bidder is a corporation, a limited liability cod pany,a partnership, or a joint venture, attach evidence of authority to sign.) Attest: \' [Signature] CfLiti-& I 9 a/ [Printed name] Ci RisT',q ze,,/.5'.54 Title: % - 7 I / i / s14 Submittal Date: .3 f -202/ Address for giving notices: �-- 2/yS STATE 44.0 --BRan ku://e "N 4'7C)/ Z Telephone Number: 641 7- ‘ssi Fax Number: 7Z S- 6 4(7 "'/5S'2 Contact Name and e-mail address: g d.6Y.)e g,A pa d,g3ey i& ea hi I Bidder's License No.: $s'— /a 7 2 S?� (where applicable) NOTE TO USER: Use in those states or other jurisdictions where applicable or required. ,fl I A,v D14 ;b KEN f 1CtW This document is a MODIFIED version of EJCDC®C-410,Bid Form for Construction Contracts. Copyright©2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of Civil Engineers,or is based in part on exWi '&WbCDC documents.Those portions of the text that originated in published EICDC documgagEtihAdill 9Jectto the copyright. P-12 • ,i . , .. . .... .. _. _ _. _ , . AFFIDAVIT:FOR,..PQOPO RATON . By sikioeciAthe-crigfgalAtiliols,,(if;Incbrp-cfrOon or some -•.theifollOW14§,bffider4.6i-iii;,;Othpr§are authorized to execute ; .tutise".T.061;;WOlal•dctlopi of the;8'toO11:1o.idefs•ix,Op,a4o.f: , thniracts•binding•Meipbtpo6tion: Dtrebtiq's;;tij01011i*inb,:are the:curreritigficOrtviAtiecorpOrtiligm: ;- - • . ChaktnarittifitliDOrd INIARKE;-ERACKREY. _ 1 f: •••NIAPK;E.:5AOKNEY Ore-Went. )REVIN•BRACKNEY I'2. ;REVI Nt'FfRACKN EY-' ' --:• _ . — , •; Vice President •O141g15.17AWIL.$0. N .1 3. 'DoL16 BRONS-I • • _ • - - . . ' 4. - • . . - _...--. — .._____ _. . __ _ _ _ __. _ . _ ,... .... _ ... _. ........ . ;'!6. - '._ . — -... . __ _. • ., _.__ . . _ , . ,. _ . 7. tepretary .'CI7IF1-STI-A•liVILSON 8. - - - - -. _ -- Treatvrer 9. .. _ .. .. . _ _ - , 101 .. . _ _ • .. ___.. . , 1 '-- Cm:Mal-Old in cash----:- ---- 1-Wien incorporated? ' In what:Slate? . i jANUARY'1,1993 INDIANA . . J - 1 t lilffSreign colonidlon,give date admitledrialdo'butin'eSS'inIndiaiin(miii/difii")',. ; 'Is theciitiofalidnyi.goo0 Standing with Ihe Secretary ef 8lialelif Indiana in the, ' /rnatkfrof„aprinal re,OpiAs? y. 8. 4-t • . - •'._ __ _ , =, _. - . '• / • :'.STATE-t.(5E INOIANA :1 " • O ; CUNM OF FRANKLIN, . , ... _ ... ..._ . 1 ---.----. .........„........-,...........-,—.. . ,. XEY;1•11!'...0-ritAPKNE , being duly twpin, "ciej508-e-s•aild' oys:Thatrie.is ,;F;RE§.1_E*INT of 'BRAOkNtY,INC • - - th'e;ponrioration ___..... ,.._ , 1 Subrilittin 'irie foregoing exi?Eiri0iice400finaNial 00.sititiii;that he5haa feAdjhe same and ThOttrIp'same isqtu' • .knoktilOge'L ttiat the itWemelitUlof,fhei0iirOose,6f inticina.4heln-dians,DeriartMerir of Transportation to award submitt ' ., . . , ahy-dopotifiitycir.eptIpp,•!0(7.biyef,Ogeri•ey therein qamed,pr4vitti Opmjrlqy,hayp!hgd business relations is hereby piAhotize0 ; :• Department with any inkret*Pri!Ild0PPsa61.'47,vergy'AIIP'*16.010'4. '1 . Signature ofoffit:4 ---- - • • ;---- --... -- - . . . .- • _ ,. . ._ _.,) .. ._ . . ... ,. _• 1 . 1 . • •: 8wpritb;eftifpj-i184I4iS .._ ql".- . ,d0y;i:;it June . . . . ,20, Ao , _,.....,....... jaw 11 ,-Atit-i .,.. , - ,Ftetiderite FRANKLIN! ;C•••ciunty,•Stgtedf IN • . . _ I *dry Public . . ' MyCorrittijdtiofrA4)(pires irmivkli://y0 %;: 3;ep_.(3.,3•:,6' _. • . . . „ • . . . • NOT e:TfiOilmillaaripartrrHert;Oftrbrib'Ortition•wili'licf a00M-ani'if6Oument'Aliaf Is notarized by a notary who is an Offlkol:,76tiicih006'kOf .. _.. . _. . • -„ ;flio.ccirpioratIon,or by,thirelatiVe ofifte ifj,silat'or,,i.: . , . ' • , . - . , , .•-••Ti.. .ai' iv-- - •-•:-..----: _-:: - , -- • . ,, 1 I -.,itooloi, TINA lit .IT.SEF-3 k. ,. j...*;..5:?,.6.14:..,,r......-N-o-to-ry.public,atit:tp:gflocliata ' l' sEAL! .1 Camrols-Opp flomberoaea . ' • "."':-4--7•;.-;•,'"--.V MyCOriiiiiidOon E,x0iies. ' ,'•;;4'.0,Y0";. AtigUstVi:425 ` . . . . . . ,. • . 'Pega'2 . • EXHIBIT'A' . • . Page 52 of 93 . . • . , , . . . . _. . ' . .. . D i �fC • Y i - 4 • • BRACKNEY,INC P.O.BOX 221 • 10028 US HWY 52 •• • BR;OOKVILLE,IN 47012 PHONE: 765-647-6551 FAX: 765-647-5521 DRUG-FREE WORKPLACE POLICY I STATEMENT OF POLICY Brackney,Inc. believes that it is very important to provide a safe workplace for all of its employees. The Company is taking steps to address the problem of substance use that negatively affects every workplace, including ours. Our Company is concerned with the health and well being of all employees. Behaviors related to substance use canedanger all employees, not just substance users. We can't condone and won't tolerate behaviors on the part of employees that relate to substance use,such as: _a. use of illegal drugs; b. misuse of alcohol; c. sale,purchase,transfer,trafficking,use or possession of any illegal drugs; d. arrival or return to work under the influence of any drug(legal or illegal)or alcohol to the extent that job performance is affected. Management is fully committed to our Drug-Free Workplace Policy which establishes clear guidelines for acceptable and unacceptable employee behavior for everyone in the workplace. We will not tolerate substance use in violation of this Policy and intend to hold everyone reasonably responsible for supporting the Policy. This document (Policy) describes our Company's Drug-Free Workplace Program, and - every employee is expected to read and understand it. The Policy applies to'every employee who works at a job site in the state of Indiana. The consequences stated in this Drug-Free Workplace Policy will apply to anyone who violates the Policy. Brackney, Inc. holds all employees accountable in terms of substance use but also supports getting help for employees. Employees who come forwardsupport and voluntarily to identify that they have a substance problem will receive Company pp e. However, if an employee has a substance problem and does not come forward, and the employee than tests positive for drug or alcohol use in violation of the Policy, the Company reserves the right to terminate employment for violation of this wort rule. Employees whose jobs are subject to any special law or regulation may face additional requirements in terms of substance use. Other consequences s that apply to all employees who violate this Policy are spelled out within EXHIBIT'A' • Page 53 of 93 - i This program will go into effect within 30 days of the announcement of our Drug- tee Workplace Program and this new Policy that describes our program. Our Policy covers five key parts of the Company's Program. The five parts are: * a written policy that clearly spells out the program rules and how everyone benefits. * annual substance awareness education for all employees. * training for supervisors regarding their responsibilities. * drug and alcohol testing,the most effective way to change harmful behaviors related to substance abuse * employee assistance. Y Em p to ees will have the.opportunity to receive information about how substance use is a problem affecting the workplac e. You will learn thesigns and symptoms, dangers of use,Y P and how and where to get help for yourselves and your families. Christa Wilson will be our Drug-Free Coordinator so every one knows who to go to for information or help. She will be responsible for arranging drug and alcohol testing, as needed,and will have a list of places that employees can turn to for help for themselves and/or their families. They will also arrange to get knowledgeable presenters to educate our employees about substance use. PROTECTIONS FOR EMPLOYEES • This program is designed to protect employees from the behaviors of substance users. Some of the protections built into the program are: * Employee records like testing results and referrals for help will be kept confidential. Information will be on a need—to-know basis. Any violation of confidentiality rights is subject to disciplinary action up to and including termination of employment. • We're committed to employees who have a substance problem getting help. Each situation will be reviewed individually. Employee assistance is available for employees and their families.A list of resources is available through our Drug-Free Coordinators and posted in the break room. We want you to come forward if you have a substance problem and not wait. If you test positive, you are risking losing your job. We don't want that to happen. * All supervisors will be trained in their duties related to testing before this program begins. • All employees will receive awareness education every year to help identify problems and learn where.employees can go for help. Collection of urine specimens and breath testing will be done at a local clinic,and urine drug test specimens will be analyzed by a laboratory certified by the federal government. These labs use the highest level of care in ensuring that results are accurate,and the process that's used is 100% accurate in detecting that the substances that the Company is concerned about are present in the employee in sufficient quantity to lead to behaviors that may hurt the person or other employees. The lab will work closely with our local clinic to ensure fairness and accuracy of every test,and we also have a Medical Review Officer(called an MRO)a trained physician responsible for checking whether there's a valid reason for the presence of the substance in the•employee's system. The MRO is an expert in drugs and alcohol. When the MRO receives positive test results,the MRO will contact the employee and any appropriate health care provider to determine whether there is a valid reason for the presence of the drug in the person's system. • • The testing program consists of an initial screening test. If the initial results are positive,then a second testis used. Cut-off levels for each drug and for alcohol are established for what will be considered a positive test. These levels show that the employee didn't just have a little of the sub- stance in his or her system but enough to affect workplace safety and the ability to do the job. These cut-off levels come from federal guidelines and are fair for all employees. EMPLOYEE AWARENESS EDUCATION: EXHIBIT'A Page 54 of 93 • • Every employee wiII attend a 1 hour session in which this policy is discussed. You will have a chance to ask questions. We'll give everyone a copy of our written Policy,and everyone will be expected to sign that they received it. Later,well have a qualified person explain why and how substance use is a workplace problem,the effects,signs/symptoms of use,effects of commonly used drugs in the workplace,and how to get help. There will be a minimum of one hour of substance education annually for all employees, New employees will hear about the program during orientation and will receive substance education as soon as possible thereafter. SUPERVISOR TRAINING: Every supervisor will attend•a 1 hour session with the rest of the employees and will be trained to recognize substance problems that may endanger the employee and others as well as violate this Policy. Supervisors -will be trained about.testing responsibilities,how to recognize behaviors that demonstrate an alcoholldrug problem and how to make referrals for help. DRUG AND ALCOHOL TESTING: Testing will be used to detect problems,get employees not to use substances in a way that they violate our Policy and then allow us to take appropriate action to correct the situation. In addition to alcohol,the drugs that we're testing for are: • Amphetamines(speed,uppers) Cocaine(including crack cocaine) • Marijuana • Opiates(codeine,heroin,morphine) * Phencyclidine(PCP,"angel dust") EMPLOYEE ASSISTANCE The Company believes in offering assistance to employees with a substance problem. We don't have a rehabilitation program and can't afford to pay for someone to attend a program, but we are supportive of employees taking action on their own behalf to address a substance problem. We have a list of local community resources to give to employees who come forward voluntarily to seek help. The list includes places to go for an assessment and for treatment. When an employee has a substance problem,we'll meet with the employee to discuss the problem and any violation of the Policy. The Company reserves the right to terminate based on a positive test. II WIN WILL A TEST OCCUR.? Employees will be tested for the presence of drugs in the urine and/or alcohol on the breath under any and/or all of the conditions outlined below: A. PRE-EMPLOYMENT MEDICAL EXAMINATION AND DRUG TESTING As part:ofthe Company's employment procedures,all applicants will be required to undergo a,pre- employment medical examination and a drug test conducted by a contractor the Company designates. Any offer of employment depends upon satisfactory completion of this examination and/or screening, and the determination by the Company and its examining physician that the person is capable of performing the responsibilities of the position that has been offered. • EXHIBIT'A' Page 55 of 93 • I B. REASONABLE SUSPICION TESTING Reasonable suspicion testing will occur when management has reason to suspect that an employee may be in violation of the Policy. The suspicion will be documented in writing prior to the release of the test findings. A reasonable suspicion test may occur based on: I, Observed behavior,such as direct observation of drug/alcohol use or possession and/or physical symptoms of drug and /or alcohol use; 2, A pattern of abnormal conduct or erratic behavior; 3. Arrest or conviction for a drug-related offense,or identification of an employee as the employee is responsible for notification of the Company,within five(5)working days,of any drug-related conviction; 4. Information provided either by reliable and credible sources or independently corroborated regarding an employee's substance use;or 5. Newly discovered evidence that the employee has tampered with a previous drug or alcohol test. Reasonable suspicion testing does not require certainty,but mere"hunches"are not sufficient to justify testing To prevent this,all managers/supervisors will be trained to recognize drug and alcohol-related signs and symptoms. Testing may be for drugs or alcohol or both. C. POST-ACCIDENT TESTING Post-accident testing will be conducted whenever an accident occurs,regardless of whether there's an injury. We consider an accident an unplanned,unexpected or unintended event that occurs on our property, during the conduct of our business,or during working hours,or which involves one of our motor vehicles or motor vehicles that are used in conducting company business,or is within the scope of employment,and which results in any of the following: (i) A fatality of anyone involved in the accident; (ii) Bodily injury to the employee and/or another person that requires off-site medical attentions away from the Company's place of employment; (iii) Vehicular damage in apparent excess of$3,000.00;or (iv) Non-vehicular damage in apparent excess of$3,000.00. who may have contributed to When such an accident results in one of the situations below,any employee the accident will be tested for drugs or alcohol use or both. DRUG AND OR ALCOHOL TESTING AFTER AN ACCIDENT Urine specimen collection(for drugs)or breath/saliva(for alcohol)is to occur as quickly as possible after a need to test has been determined. At no time will a urine specimen be collected after 32 hours from the time of an employment-related incident. Breath or saliva alcohol testing will be performed as quickly as possible, but no later than eight hours after the incident,or it will be documented but not performed. If the employee responsible for an employment-related accident is injured, it is a condition of employment that the employee grants the company the right to request that attending medical personnel obtain appropriate specimens(breath,urine and/or blood)for the purpose of conducting alcohol and/or drug testing. Further, all employees grant the Company access to any and all other medical information that may be relevant in conducting a complete and thorough investigation of the work-related accident including a full medical report from the examining physician(s) or other health care providers. A signed consent to testing form is considered a condition of employment. Management reserves the right to determine who may have caused or contributed to a work-related accident and may choose not to test after minor accidents if there is no violation of a safety or work rule,minor damage and/or injuries and no reasonable suspicion. EXHIBIT'A' Page 56 of 93 . j D. FOLLOW UP TESTING AFTER RETURN-TO-DUTY FROM ASSESSMENT OR TREATMENT This test occurs when an employee who has previously tested positive and the decision is made to not terminate the employee under a"last-chance"agreement. A negative return-to-duty test is required before the employee will be allowed to return to work. If the employee fails this test,this will lead to termination of employment. Once an employee passes the drug and/or alcohol test and returns to work,management may choose to do additional unannounced tests for as long as we deem necessary. Any employee with a second positive test result will be terminated. Follow-up tests will be unannounced and may occur at any time for a time period that management considers reasonable. The intent is to deter any subsequent usage that would result in a violation of our Policy and result in termination of employment. III SUBSTANCES TO BE TESTED FOR.AND METHODS OF TESTING The procedure that we're relying on is called systems presence testing. This is how qualified testing professionals identify the presence of one or more of prohibited controlled substances or alcohol that may be present in the employee. There is an initial screening test. If it's negative, then,a negative test is. declared. If the initial test is positive(comes in at or higher than the cut-off level), a second test called a "confirmatory" test is done. This is a different test and is considered 100% accurate by experts and in • court. Cut-off levels are standards that have been established each of the tested drugs after years of research. These levels will be used to interpret all drug screens/tests, whether for a pre-employment examination,reasonable suspicion test,•post accident test or follow up test. Breath alcohol testing will be conducted by a medical clinic that uses only certified equipment and personnel. Breath alcohol concentrations exceeding.04 will be considered a verified positive result. In the event of an accident where an employee has"whole blood"alcohol drawn at a medical treatment facility,a result equal to or greater than.04 shall be considered to be a verified positive result. An Evidentiary Breath Test(EBT)will typically be used to confirm any initial positive test result. The Company also reserves the right to add or delete substances on the list above,especially if mandated by changes in existing Federal, State or local regulations or laws. An employee who adulterates,attempts to adulterate or substitutes a specimen or otherwise manipulates the testing•process will be terminated. A refusal to produce/provide a specimen is considered a positive test unless there's a verifiable medical reason that the specimen could not be produced. IV SPECIMEN COLLECTION PROCEDURE Urine specimens and breath testing will be conducted by trained collection personnel who meet standards for urine collection and breath alcohol testing Confidentiality is required from our collection sites and labs.i Employees are permitted to provide urine specimens in private,but subject to strict scrutiny by personnel so as to avoid any.alteration or substitution of the specimen. Breath alcohol testing will likewise be-done in an area that affords the individual privacy. In all cases,there will only be one individual tested at a time. Failure to appear for testing when scheduled shall be considered refusal to participate in testing, and will subject an employee to the range of disciplinary actions, including dismissal, and an applicant to the cancellation of an offer of employment. An observed voiding will only occur if there is grounds for suspecting manipulation of the testing process. • EXHIBIT'A' Page 57 of 93 V REVIEW OF TEST RESULTS To ensure that every employee who is tested is treated fairly,we have hired a Medical Review Officer ("MRO"). The MRO is a doctor with a specialized knowledge of substance abuse disorders and will he able to determine whether there are any valid reasons for the presence in the employee's system of the substance that was tested positive. VI EIVIPLOYEES'RIGHTS WHEN THERE'S A.POSITIVE TEST RESULT An employee who tests positive under this Policy will be given an opportunity to explain the findings to the MRO prior to the issuance of a positive test result to the Company. Upon receipt of a confirmed positive finding,the MRO will attempt to contact the employee by telephone or in person. If contact is made by the MRO,the employee will be informed of the positive finding and given an opportunity to rebut or explain the findings. The MRO can-request information on recent medical history and on medications taken within the last thirty days by the employee. If the MRO finds support in the explanation offered by the employee, the employee may be asked to provide documentary evidence to support the employee's position (for example, the names of treating physicians, pharmacies where prescriptions have been filled,etc.). A failure on the part of the employee to provide such documentary evidence will result in the issuance of a positive report by the MRO with no attendant medical explanation. A medical disqualification of the employee will result. If the employee fails to contact the MRO as instructed,the MRO will issue a positive report to the Company. VII REPORTING OF RESULTS All test results will be reported to the MRO prior to the results being issued to the company. The sub MRO will receive a detailed report of the findings'of the analysis from the testing laboratory. y stance tested for will be listed along with the results of the testing. The company will receive a summary report, and this report will indicate that the employee passed or failed the test. All of these procedurehaard e by the intended to be consistent with the most current guidelines for Medical Review Officers,p ublisfederal Department of Health and Human Services. VIM STORAGE OF TEST RESULTS AND RIGHT TO REVIEW TEST RESULTS All records of drug/alcohol testing will be stored separately and apart from the employee's general personnel documents. These records shall be maintained under lock and key at all times. Access is limited to designated company officials. The information contained in these files shall be utilized only to properly administer this Policy and to provide to certifying agencies for review as required by law. Designated company officials that shall have access to these records are charged with the responsibility of maintaining the confidentiality of these records. Any breach of confidentiality with regard to these records may bean offense resulting in termination of employment. Any employees tested under this Policy have the rightto review and/or receive a copy of their own test results. An employee may request from the Drug Free Coordinators,in writing,presenting a duly notarized Employee Request for Release of Drug Tests Results form,requesting that a copy of the test be provided. The company will use its best efforts to promptly comply with this request and will issue to the employee a copy of the results personally or by U.S.Certified Mail,Return Receipt Requested. IX POSITIVE TEST RESULTS Employees who are found to have a confirmed positive drug or alcohol test will be immediately taken off safety-sensitive duties and are subject to discipline up to and including termination. X TERMINATION NOTICES • EXHIBIT'A' Page 58 of 93 < * N • • ar^ • In those cases where substance testing results in the termination of employment,all termination notices Will list"misconduct"as the reason. Termination shall be deemed"for cause." 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W A i z. o +�+ e 4 cn Ea i i I 1 LIJ g a IHI 43, c U. U I 4F,q 0 CI m 6 z Za. 1 8, ¢ o a ° I vN N q O CO a 5. a ! >at e 8 o 0 0 " E o o' Q 4 1- 1- • 17 1- r QUALIFICATIONS STATEMENT THE INFORMATION SUPPLIED IN THIS DOCUMENT IS CONFIDENTIAL TO THE EXTENT PERMITTED BY LAWS AND REGULATIONS 1. SUBMITTED BY: Official Name of Firm: .eRR CK,oF}/ . Address: S'TAi7 7 AZ 2. SUBMITTED TO: 3. SUBMITTED FOR: 1iFS'/ S DE �1e4 l /RBUIFJ9?G IS / '6JFCr Owner: City of Richmond Project Name: West Side Interceptor Improvements Division A TYPE OF WORK: \gE Lr)ER 4. CONTRACTOR'S CONTACT INFORMATION Contact Person: /<FII/A', /QA e kt&y Title: 1 RFS AO FMT Phone: 7C S " MM7, 6.5 7 J/ Email: _ZkClCkade�le AP /4)e y/ c' - db/Yi EiCDC.C-451,Qualifications Statement. Copyright©2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of Civil Engineers.All rights reserved. FX ignAPr'A' Page 67 of 93 ❑ LIMITED LIABILITY COMPANY 1 State of Organization: Date of Organization: Members: • ❑ JOINT VENTURE Sate of Organization: Date of Organization: Form of Organization: Joint Venture Managing Partner -Name: -Address: Joint Venture Managing Partner -Name: -Address: Joint Venture Managing Partner - Name: -Address: EICDC'C-451,Qualifications Statement. Copyright©2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of Civil Engineers.All rights reserved. • Fxl-ilTZ2r A' Page 68 of 93 10. FINANCIAL INFORMATION Financial Institution: %tiAN at I 1 .4 K Address: /25 7'4%12b 9 /RF Ul arythUg Lki Y Account Manager: J '.4 Al RI(. /4 iQ Phone: 8/2 - 3#i T/20 INCLUDE AS AN ATTACHMENT AN AUDITED BALANCE SHEET FOR EACH OF THE LAST 3 YEARS 11. CONSTRUCTION EXPERIENCE: Current Experience: List on Schedule A all uncompleted projects currently under contract (If Joint Venture list each participant's projects separately). Previous Experience: List on Schedule B all projects completed within the last 5 Years(If Joint Venture list each participant's projects separately). Has firm listed In Section 1 ever failed to complete a construction contract awarded to it? DYES NO If YES, attach as an Attachment details including Project Owner's contact information. Has any Corporate Officer, Partner,Joint Venture participant or Proprietor ever failed to complete a construction contract awarded to them in their name or when acting as a principal of another entity? YES $ NO If YES,attach as an Attachment details including Project Owner's contact information. Are there any judgments,claims, disputes or litigation pending or outstanding involving the firm listed in Section 1 or any of its officers(or any of its partners if a partnership or any of the individual entities if a joint venture)? DYES N 0 { If YES, attach as an Attachment details including Project Owner's contact information. EJCDC.C-451,qualifications Statement. Copyright©2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of Civil zEgngineers.All rights reserved. CXI p1 24 'A' Page 69 of 93 /2 Total number of man-hours worked for the last 5 Years: YEAR ��aD TOTAL NUMBER OF MAN-HOURS 28261i YEAR 2p/q TOTAL NUMBER OF MAN-HOURS N5//9 YEAR 2Di8 TOTAL NUMBER OF MAN-HOURS 77797 l YEAR r?�j/7 TOTAL NUMBER OF MAN-HOURS 4/ / YEAR /Z TOTAL NUMBER OF MAN-HOURS Provide Contractor's (and Contractor's proposed Subcontractors and Suppliers furnishing or perfol-ming Work having a value in excess of 10 percent of the total amount of the Bid) Days Away From Work, Days of Restricted Work Activity or Job Transfer(DART) incidence rate for the particular industry or type of Work to be performed by Contractor and each of Contractor's proposed Subcontractors and Suppliers)for the last 5 years: YEAR e,0 ,0. DART -Q- • YEAR 244/9 DART 2, YEAR 20/8 DART _p YEAR 20/7 DART .-.a - YEAR ,e)/6 DART 13. EQUIPMENT: MAJOR EQUIPMENT: List on Schedule C all pieces of major equipment available for use.on Owner's Project. 0. P:7-7•1JA1A5ICA l RtptA • • EJCDC'C-451,Qualifications Statement. Copyright©2013 National Society of Professional Engineers,American Council of Engineering Companies, and American Society of Civil Engineers.All rights reserved. CXI In T'N Page 70 of 93 . /3 Y a 3 o 0 8 I 13 Y 0 Q al� I- yy W 'C a a E .J tl m ea C L° e "a G U yW. 'o o 2 'u co In c t E ° 'a ZI .aE r u 141. a w `To C./ m 'OG Co N 2u.i it HF r^ • aic a c a n ai O. a . a a Ll ° v) 15 E E 0.) E E al E E al E E a E E a) E E al E E a) al co pp N go o al t0 O TV 0 O N CO O a/ 0 O al N O a/ o G e Q O Z U I- Z U i- Z U I- Z U 1- Z U I- Z U 1- Z U I- M .13 gl CO 'r, E y < (a'DC C 0 F al Z CO H 0 N a L O of Ca a s i c j ai ;I; hi hi ai ai ai . Li O w o to O H O O ZA O vI O al al `1 O al `7 p al `l Q al `7 d al d fl al E o. a) `1 CL E E v a/ E -o g E -° cl E a cl E o cl E -`o cl E o al 3 m v al m -a al co no a co a y co -o al m -o al m 'o y O Z < F- Z Q I- Z Q I- Z Q H Z < I- Z Q I- Z < F- w U Z w 2 { l a. w Wal I— IEo Z Z . w 4, C al CC 'o U a- EXHIBIT'A' Page i1 oT3S ( 1 , m 7 ! H a 0, b K m ik \§ w -Oct 0 2 6• § A k 0 g § _ . 0 - - ®iii - § § § kE z E ko0 4 K ■ w §urn .., §%§ § 20kk )§\ .1kk § § §k§m 49(k M k K %k 7§§7. ! �§ 2 2� � Y. I � j � u, tu � P � 2/� k B� Oig HI k}§ %§ §k � % § 04 §} §[ \■! § k § �§ §/2 g. kw 004 • 03 § ro m .§ 2( § V§ § k§m k U. n EXHIBIT'A' Page 72 of 93 ILI 0 0 ' 0 k U • Y O 0 O al n. I- , g 'c m o. y U ra to 0 e I Ii \\\ aei e .e E 8 •c t\ B E a • mLkl i.Q w ofl D� i •E W M C I c Tow •' 6. 1 = m C c .... C O O N rn •C T C �` C �` C �` C A C T 0 a C '�' YI j' VI G vJ w c o c o c o c o c o o o uJ- o m hi a n 5i Q o ui o a 5i o o ui o a ai o q ui o p ✓J oo. vi E E o E E o E E o E E a, E. 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" - ,,1,-q vs$' TQ., . ���1� $RACIWY INC.: BIROOKVILLE,IN ' drt{.�T { �d. ,� who has filed with",tile a®e artment a,Contractor s•Statelbent of Expetle i0, and Financial Conditions a . s-1, ;;9,11)'s requiredunder,indiarfa Code 8"23'10,is'hereby,quahfied'to bid,at any Department of Transportation;' . ss 1 -' ° I letting nClases;ofWofk,and ithin thamountand01.1.0r•limitation o _eaclfi eiasslficton as ised{ ;. 1 'belowforsuch period asthe uncompleted,y3ork on?handifrotnallsoureesdoes notexceedtheAgregate �.sy•.� tl`e2-L.- amuntelassifca4o(references bynaineoryrnbol;are n acorancewiththe definitions tnthe; - 4 ;' ,,.tilt 1' ContractorsStatement ei Ex ereneeiandiFinancia,;Condition T iscertificatesu ersedes an ce lle-6a `. ' � t ppreviousy,isued,,_bfit s stab)ecttorevisaonKorre oeation'' ccordingtothaw',;tifand wen changes + :'" ` L✓l s . . inthe fnancialiconcditlofi'of,the,cotitracting firmXor other factsjusysuchI reysion.or evocation.�, ,>,�� Valfo 3une 30,202(;ThrurAppl30 2021" ,, 1,;tr• AGGRBQATE ._, 1 Nye„ $_61,554 000qt?,-� -00188 FORCE'MAINS AND LIFP:STATIONS r .;, l$5 000,000 - ' "' 1. 0400 WATER AND WASTEWATERTREATMENT+SYSTENIS . $61',554 000 ; yireAt,,.. ,. sue_ , " =. _ - � �`'j' ;C LIORTTGRADING - �-.'.. 41:$ ; • B(E) SMALL STRUCTURES AND-;DRPRINAOE ITEMS -- -- - -_,.. __ _ 56,1,554 000 "�,oE�, '+,�,�s' "E(F) SURFACE MASONRY AND MiSCCONCRETE- $5 000 000 • `Q ) DEEP"SEWER AND/ORdE?CCAVATION•tt•wTz3w E(H) ............................. $61;554;000. *:::<i quo',-.VA E(I) PERMANENT SEEDING,SODDING,°AND{TOP SOIL 55 000;000' !; otp +r.- _ E(T) iDEMOTITIQN $61,554;000 t. , ,tt. •�- , - ,,., I I'tt: �.�..z�s + ox . tlt°¢ , �:P--.y .. +f t —w a1I'�0�[lC6� ed't • 11 tett*Se.-' .+ . 1 1 1 Y ��I . - i�+•0* _ ..-..3. 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M,.--.� ,g,,,,«:.>.�o � ��-�::�. . EXHIBIT'A' . 1 : , - . .'_ Page 79 of 93 , t - I . , .. . . . • , ' . • , . . . I • • . . ., ' • '. 01T.1.11,M41,,E°OF 4,1U,AUFT.CATI,QN- „: •tip7ii,-i.ov,i(to . . .., ,. toNSTrilUtTIONSAIWIgS. . .i • . _ :fol: i?#44bIO WORKS PRolE0P8, . .. .. .. .t-o4iit. . .. , • s.tATE'OFINEilloiN . . . • . . . . ;thistertificatiiin•Boarii,i1Okfothity.consi44-rel.aklicutioalor q(ialifiptitjOii;flerait.of agOarent;efcperlenpe•and,,financial rOciflitcps;,:and;ifftifet:theapOkatijeladiaaa Code 443i6-tfliiiPadoitedirulebfihjsZoqui;terefiy issues . C:OFtifi,cate-Of Qtfalifiedtionith'plrovid'e'.Conslnictiotescrvicesitollio:State,of InditinalTorTiiblid:WiftsiProjOol§to:', . • _ — - 1 tRA0..kNik.1-1.0": • • -- , 2145:`,§3-121/1 , • 13Fit0,1)4LOR 470.1 . ,Phone 7 -678005,51 'Fax- 764-615271; . . . to)npany1,0.ificial . :,• I KEVInlakACKNEY for.the twenty;'sditc11.1ifonfil period*led 4ierejn,unless revoked ivtilii§'00ard l'Orrcatsb;, aiid4p466.ilaiiiiiciti6nifteriiiad state4telow..-31ii§'crkifidate,4uptrce_dg4]Ony gigvipag codified-ie, 161.1;0 AailhalkppnAtfi•tiOtion-Of,Otiads and;Pandpg•...Lpts _ __ ,... • " • ":•••-,r_.'. 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Hdme(tifj, .coMPa psi t!rafileVs./6Lint;fedlrerCti, ,Pqrsp,n.n.01;(4+14012,091),1:11061itiE1131.0-003000triittig.AC) ,1:410plirti,(4.ko.nt6,tduppotly, ,ChrfslaMA[son : . t , I i J Opmpa_ry,Piolile, BRACKNEY INC.. . . .Prof . . , Atignil.. -Ph tintif. tFak 1 P.6.'66.(.:-..-1 i ' .'. L 7657:647,6551 7.65.34.7.*21 ;ORcipKg.,inciana 47012 i • - BRACKNEY;INC Pfp=pualOtIcir),A1fifjlic.atibti . . .. . .r.i . . ,/1:1311cauci9 i1am6 'aciilificalion'bat!! gmitlratIonghte, ApriejtiaGlita ljogAtit9unt, •.gfalus- • . . j -APp0346DO. 7/112020 ,513ii2021: 597;317;730,00 • Approved• . . . •Is •i . i EtRAcielpriNo. . . . 1 cfp5temo-r..i.jrylie"Akincaudji • .. tons . . ' m ...00t;ri,pe, • , • v •Nuinligr of-Projectsv • i - . Status . ,. „ . . . . .... , 6::Ineldentpl Grading, i. 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C.. . . • , . . . , C • E.1CDC== PENAL SUM FORM LV.‘" rtiS JO'II CO•alt!:f p^Gu riu;co•JUa,C %ID BOND Any singular reference to Bidder,Surety,Owner or other party shall be considered plural where applicable. BIDDER(Name and Address): Brackney, Inc. 2145 State Road 1 Brookville,IN 47012 SURETY(Name, and Address of Principal Place ofBusiness): Fidelity&Deposit Company of Maryland 1299 Zurich Way S6MR(Nameana Address): Board of Sanitary Commissioners City of Richmond Richmond, IN 47374 BID Bid Due Date:3/9/2021 Description 'Prlect Name—Include Location): west bide interceptor improvements-Division A BOND Bond Number: Assigned-If Awarded Date: 3/9/2021 Penal sum ***FIVE PERCENT OF THE TOTAL.AMOUNT BID*** $ 5% (Words) (Figures) Surety and Bidder,intending to be legally bound hereby, subject to the terms set forth below,do each cause this Bid Bond to be duly executed by an authorized officer,agent,or representative. BIDDER SURETY Brackney, Inc. (Seal) Fidelity&Deposit Company of Maryland (Seal) Bidder's Name and Corporate Seal Surety's Name and Corporate Seal By: By: , "j;ICT/ Si nature rgnature(Attach Pi6n1(/)(ower of Attorney 4(1/:AiR ACISIA)e- Denise Nelson Print Name d Print Name a PR, J'1� /l1r Attorney-in-Fact Title iizeTitle Attest: Attest: P, ,( ,�� e _� Signature t Signature Title (//e ^ 3ES/fie r Title Note:Addresses are to be used for giving any required notice. Provide execution by any additional parties, such as joint venturers, if necessa,y. EJCDC°C-430,Bid Bond(Penal Sum Form).Published 2013. Prepared by the Engineers Joint Contract Documents Committee. Page 1 of 2 EXHIBIT'A' Page 83 of 93 EJC DC = PENAL SUM FORM Cht,Mtn io•ii ci'.rat.cr !tl>r:0'2!lrl7Et 1. Bidder and Surety,jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to pay to Owner upon default of Bidder the penal stun set forth on the face of this Bond. Payment of the penal sum is the extent of Bidder's and Surety's liability. Recovery of such penal sum under the terms of this Bond shall be Owner's sole and exclusive remedy upon default of Bidder. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents(or any extension thereof agreed to in writing by Owner)the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 Owner accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents(or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents,or 3.2 All Bids are rejected by Owner,or 3.3 Owner fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents(or any extension thereof agreed to in writing by Bidder and,if applicable,consented to by Surety when required by Paragraph S hereof). 4. Payment under this Bond will be due and payable upon default of Bidder and within 30 calendar days after receipt by Bidder and Surety of written notice of default from Owner,which notice will be given with reasonable promptness, identifying this Bond and the Project and including a statement of the amount due: 5. Surety waives notice of any and all defenses based on or arising out of any time extension to issue Notice of Award agreed to in writing by Owner and Bidder, provided that the total time for issuing Notice of Award including extensions shall not in the aggregate exceed 120 days from the Bid due date without Surety's written consent. 6. No suit or action shall be commenced under this Bond prior to 30 calendar days after the notice of default required in Paragraph 4 above is received by Bidder and Surety and in no case later than one year after the Bid due date. 7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the state in which the Project is located. 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier, or by United States Registered or Certified Mail, return receipt requested, postage pre-paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer,agent,or representative who executed this Bond on behalf of Surety to execute,seal,and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length.If any provision of this Bond conflicts with any applicable statute,then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term"Bid"as used herein includes a Bid,offer,or proposal as applicable. EJCDC°C-430,Bid Bond(Penal Sum Form).Published 2013. Prepared by the Engineers Joint Contract Documents Committee. Page 2 of 2 EXHIBIT'A Page 84 of 93 o ZURRCHI March 9,2021 City of Richmond,IN—Sanitary District 2380 Liberty Ave Richmond,Indiana 47374 Re: Brackney,Inc. 2145 State Road 1,Brookville,IN 47012 West Side Interceptor Improvements—Division A i-Boo-876 Zurich American Insurance Company and/or its subsidiary,Fidelity and Deposit Zurich North America Surety Company of Maryland,have provided surety credit to Brackney,Inc.for single projects 9229 Delegates Row,suice3oo of$15,000,000 and an aggregate uncompleted backlog of$25,000,000. Zurich/F&D is Indianapolis,IN 46xmo rated"A"(Excellent)with a financial size category of XV($2 billion+)by AM Best and has a US Treasury Limit exceeding$300 million. http://www.xurich.com If Brackney,Inc.is awarded a contract for the referenced project and requests that we Direct Phone s-Boo-876 26i6 provide the necessary Performance and/or Payment Bonds,we will be prepared to 3x7-816.488: execute the bonds subject to our acceptable review of the contract terms and conditions, Direct Fax 317-8i6-48gg bond forms,appropriate contract funding and any other underwriting considerations at the time of the request. Our consideration and issuance of bonds is a matter solely between Brackney,Inc.and ourselves,and we assume no liability to third parties or to you by the issuance of this letter. We trust that this information meets with your satisfaction. if there are further questions, please feel free to contact me. Sincerely Zurich American Insurance Company Fidelity and Deposit Company of Maryland rixiveic rifitycr) Denise Nelson Attorney-In-Fact EXHIBIT'A' Page 85 of 93 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 Illinois,and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Illinois (herein collectively called the "Companies"), by Robert D.Murray,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 hereon do hereby nominate,constitute, and appoint Denise NELSON and Deborah L.WILLIAMS,all of Columbus,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 F 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 6th day of February,A.D.2019. M' str"424. • A tosa� tw BBAL. ._..*�' . 4 ue ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND By: Robert D.Murray Vice President By: Dawn E.Brown Secretary State of Maryland County of Baltimore On this 6th day of February, A.D.2019, before the subscriber,a Notary Public of the State of Maryland,duly commissioned and qualified,Robert D. Murray,Vice President and Dawn E.Brown,Secretary of the Companies,to me personally known to be the individuals and officers described in and who executed the preceding instrument,end 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 first above written. t.to as'; ON' I �4/sfe,gi` Constance A Dunn,Notary Public i n i tt o`% My Commission Expires:July 9,2019 EXHIBIT'A' Page 86 of 93 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 attomeys-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, Secretary 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 Attomey...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. I 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 9th day of March ,2021. OLP�49 s�'; (.....CONtt.)) 81SA601, By: Brian M.Hodges Vice President TO REPORT A CLAIM WITH REGARD TO A SURETY BOND,PLEASE SUBMIT A COMPLETE DESCRIPTION • OF THE CLAIM INCLUDING-THE PRINCIPAL ON THE BOND,THE BOND NUMBER,AND YOUR CONTACT INFORMATION TO: Zurich Surety Claims 1299 Zurich Way Schaumburg,IL 60196-1056 www.reportsfclaims(a,zurichna.com 800-626-4577 EXHIBIT'A' Page 87 of 93 THE FIDELITY AND DEPOSIT COMPANY OF MARYLAND 1299 Zurich Way Schaumburg,IL 60196 Statement of Financial Condition As Of December 31,2019 ASSETS Bonds $ 255,279,821 Stocks 21,280,401 Cash and Short Term Investments 2,878,421 Reinsurance Recoverable • 25,356,035 Federal Income Tax-Recoverable 140,480 Other Accounts Receivable 20,383,843 TOTAL ADMITTED ASSETS $ 325,319,001 LIABILITIES,SURPLUS AND OTHER FUNDS Reserve for Taxes and Expenses $ 795,381 Ceded Reinsurance Premiums Payable 43,024,327 Remittances and items Unallocated 0 Payable to parents,subs and affiliates - 0 Securities Lending Collateral Liability - 0 TOTAL LIABILITIES - _. $ 43,819,708 Capital Stock,Paid Up • - $ 5,000,000 Surplus • 276,499,293 Surplus as regards Policyholders 281,499,293 TOTAL • $ 325,319,001 !� Securities carried at$164,223,431 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 31,2019 would be$322,248,132 and surplus as regards policyholders$288,428,424. I, LAURA J. LAZARCZYK, Corporate Secretary of the FIDELITY AND DEPOSIT COMPANY OP MARYLAND, do hereby certify that the foregoing statement is a correct exhibit of the assets and liabilities of the said Company-on the 31 st day of December,2019. drktilt. 'b°) • Corporal?ale Secretary y State of Illinois City of Schaumburg SS. Subscribed and sworn to,before ire,a Notary Public of the Slate of Illinois,in the City of Schaumburg,this 2514 day of February,2020. GJJJffJ Notary Public DARRYL JOINER OFFICIAL SEAL Notary Public-State of Illinois 1 My Commission Expires 2/24/2022 EXHIBIT'A Page 88 of 93 • /C E-VERIFY PROGRAM Pursuant a, Pursuant to Indiana Code 22-5-1:7-11,:the Contractor awarded the Bid is required to enroll in and verify the work eligibility status:of all its newly hired employees through the E-Verify program. The Contractor who is awarded the Bid is'not required to verify the work eligibility status of all its newly hired employees through the E-Verify program if the E-Verify program no longer exists. The individual person(s) executing this Proposal, being first duly sworn, depose(s) and state(s) j that the Contractor does not knowingly employ an unauthorized alien. The undersigned further affirms that, prior to entering into an agreement for this Bid, the undersigned business entity will enroll in and agrees to verify the work eligibility status of all its newly hired employees through the E-Verify program. Written Signature: Printed Name: le'b/A1 RPICkA1 e\/ Title: .CP l 004 Important—Notary Signature and Seal Required in the Space Below • STATE OF .1,3p1IIIM • SS: • COUNTY OF MA/11I1.N Subscribed and sworn to before me this 9 day of /, I,Qd# , 202/. My commission expires:37� r/ C, WV (Signed g.1,�/� �S �iY�� � l / County : la/J/Cz a'/"r/ler' Residing in ��AN/Cl•i✓ Printed Name State of !AldA • EXF8'A' Page 89 of 93 i1 CERTIFICATE OF NO INVESTMENT ACTIVITIES IN IRAN (Executive Order 13846) 1, Executive Order. Reference is hereby made to Executive Order 13846 (E.O.). Terms used herein, not otherwise defined herein, shall have the meanings ascribed to them in the E.O. 2. Contract. Reference is hereby made to that certain Agreement between Owner and Contractor for Construction Contract (Stipulated Price), by and between I S I'M t26_ oo RAJ y 1,ur ("Contractor') and City of (Richmond a Governmental Body ("Owner") respecting that certain project known as West Side Interceptor Improvements Project Division A (the"Project"). 3. Certification. Pursuant to Executive Order 13846 (E.O.), Contractor hereby certifies to Owner that Contractor is not engaged in Investment Activities in Iran. 4. Contract File. Pursuant to Executive Order 13846 (E.O.), this Certificate shall be placed in the Contract File for the Project. p In Witness Whereof, Contractor has executed this Certificate as of 3- I , 204/. /609d/e,fi (Contractor By: (Signatures 1 ' Printed Name: ; pelaV /SAG NeY Title: of J,QL"�J T 1 STATE OF L-+0.D1AkA '> SS: COUNTY OF 1iQ,qh�1�i:A) Subscribed and sworn to before me this day of /Aiee. ., 2021. • My commission expires:.7Ji//r A.',-,V y (Signed /�/1(61- ,.( JLC) Residing in getrl County Printed Name: Aao,'2z C7l.^d/'r=h' State of /11l l e//1 a__, ExgrifiT Page 90 of 93 CONTRACTOR'S STATEMENT OF FINANCIAL CONDITION /8 OF • BRACKNEY,INC. Employer Identification Number(Federal Tax IVuhmber) 3 5 — 1 8 7 2 5 9 0. Condition at Close of Business DECEMBER 31 ,2017 ASSETS DETAIL TOTALS Current Assets 1. Cash_ - - 4,585,737 2. Notes Receivable Due Within One Year 3. Bid Deposits and Guarantees 4. Accounts Receivable from Completed Construction Contracts 405,088 5. Accounts Receivable from Incomplete Construction Contracts 1,785,146 6. Costs of Incomplete Contracts in Excess of Related Billings 7. Costs and Estimated Earnings in Excess of Billings on Incomplete Contracts __ 415,088 8. Equipment Rentals and Other Accounts Receivable 8,530 9. Materials in Stock Not Included in Items 4 and 5 _ 1,200 10. Stocks,Bonds and Other Securities 11. Accrued Interest and Other Current Assets 72,130 Subtotal,Current Assets $ . 7,272,897 12. Construction Equipment-Net Book Value 2,489,560 Fixed and Other Assets 13. Other Plant and Equipment 14. Real Estate _ _ _____ _ 63o.17a 15. Cash Surrender Value of Life Insurance Policies(Net of policy loans) 16. Other Assets 35,000 Subtotal,Fixed and Other Assets 689.929 Total Assets _ $ 10,432,394 LIABILITIES AND NET WORTH Current Liabilities 17. Notes Payable and Other Long-Term Liabilities(Due Within One(1)Year) ___ $ 182,032 18. Accounts Payable 263,834 19. Billings on Incomplete Contracts In Excess of Related Costs T 20. Billings on Incomplete Contracts in Excess of Costs and Estimated Earnings 996.335 21. Accrued Taxes and Other Liabilities(Due Within One(1)Year) 347,176 Subtotal,Current Liabilities $ _ 1,769,9ie • Long-Term Liabilities 22. Notes Payable and Other Long-Term Liabilities(Balance After One(1)Year) $ 77.554 23. Deferred Income Taxes(Non-Current Portion) Subtotal,Long-Term Liabilities $ ._�..____,__ 77,554 Net Worth 24. Individual or Partnership Capital $ ,_:_,_�_._•„ _�_ _.- 25. Capital Stock _ 550,988 26. Additional Paid-In Capital 27. Retained Earnings 8,013,874 28. Other 29. Other Subtotal,Net Worth _ 6.584.802 Total Liabilities and Net Worth $ i0A32,394 30. Contingent Liabilities IMPORTANT:All items shown In the above FINANCIAL STATEMENT must be detailed In the schedules on subsequent pages. Do not change the descriptive title of any balance shoot Item or supporting schedule.For item(s)not specifically listed,use the applicable schedule(s). Page 9 of 28 EXHIBIT'A' Page 91 of 93 CONTRACTOR'S STATEMENT OF FINANCIAL CONDITION OF BRACKNEY, INC. Employer Identification Number(Federal Tax Number) 3 5 — 1 8 7 2 5 9 0 Condition at Close of Business DECEMBER 31 ,20 18 ASSETS DETAIL TOTALS Current Assets 1. Cash- $_, 2 o3e 909• 2. Notes Receivable Due Within One(1)Year 3. Bid Deposits and Guarantees - 4. Accounts Receivable from Completed Construction Contracts 284,7Q4. 5. Accounts Receivable from Incomplete Construction Contracts 2,763 357 • 6. Costs of Incomplete Contracts in Excess of Related Billings _. _ 7. Costs and Estimated Earnings in Excess of Billings on Incomplete Contracts _ _ V 1_375,794 8. Equipment Rentals and Other Accounts Receivable 18 267 9. Materials in Stock Not Included in Items 4 and 5 _. .__,......... 10. Stocks,Bonds and Other Securities 11. Accrued Interest and Other Current Assets -_ . 72.130 Subtotal,Current Assets . . .. $ 6,534,361 12. Construction Equipment-Net Book Value ...._.. .. Fixed and Other Assets 13. Other Plant and Equipment 14. Real Estate. 1,391,195 15. Cash Surrender Value of Life Insurance Policies(Net of policy loans) 16. Other Assets - ss nnn Subtotal,Fixed and Other Assets 1,427.876 Total Assets $ 10 403 818 LIABILITIES AND NET WORTH Current Liabilities 17. Notes Payable and Other Long-Term Liabilities(Due Within One(1)Year) ___ $ 51,210 18. Accounts Payable .-. -- „•,-_453,829_ 19. Billings on Incomplete Contracts In Excess of Related Costs = -- 20. Billings on Incomplete Contracts in Excess of Costs and Estimated Earnings__ 808,498. 21. Accrued Taxes and Other Liabilities(Due Within One(1)Year) _ _ 740.160 Subtotal,Current Liabilities - .. . - - - - - . $ Long-Term Liabilities 22. Notes Payable and Other Long Term Liabilities(Balance After One(1)Year)__ $ 89.618. 23. Deferred Income Taxes(Non-Current Portion) Subtotal,Long-Term Liabilities $ ___SU M. Net Worth 24. Individual or Partnership Capital _ _ 25. Capital Stock 560988 26. Additional Paid-In Capital -- . - - . 27. Retained Earnings __— 7,710,1os 28. Other 29. Other - Subtotal,Net Worth -- _ 6 261 093 Total Liabilities and Net Worth -.--.-.- ----- -- - - = - S 10 4na 81B 30. Contingent Liabilities _. . .- .- . _ - $ ,- -- IMPORTANT:All Items shown In the above FINANCIAL STATEMENT must be detailed In the schedules on subsequent_pages. Do not change the descriptive title of any balance sheetItem or supporting schedule.For Item(s)not specifically listed,use the applicable schedule(s). EXHIBIT'A' RilelnkS1E93 CONTRA CTOR'S ACTOR'S STATEMENT OF FINANCIAL CONDITION I OF BRACKNEY,INC. Employer Identification Number(Federa!Tax Number) 3 5 — 1 8 7 2 5 9 0 Condition at Close of Business DECEMBER 31 ,20 19 ASSETS DETAIL TOTALS Current Assets 1. Cash $—_W w_ _3 931 e29 2. Notes Receivable Due Within One(1)Year _______..._.—_--__...... 3. Bid Deposits and Guarantees ___________ 4. Accounts Receivable from Completed Construction Contracts w____ 1_e_i' 71 5. . Accounts Receivable from Incomplete Construction Contracts _. 3,23o 630 6. Costs of Incomplete Contracts In Excess of Related Billings _____....__________..... 7. Costs and Estimated Earnings in Excess of Billings on Incomplete Contracts 180935 8. Equipment Rentals and Other Accounts Receivable w �_ 12,264 9. Materials In Stock Not Included in Items 4 and 5 1,200 10. Stocks,Bonds and Other Securities __w ________ 11. Accrued Interest and Other Current Assets 72,130 Subtotal,Current Assets $ _...._ 7,616,109 12. Construction Equipment-Net Book Value - _______ 2 sso 002 Fixed and Other Assets 13. Other Plant and Equipment _.. ---- — All 14. Real Estate 2,451,784 15. Cash Surrender Value of Life Insurance Policies(Net of policy loans) 16. Other Assets 35 0nn Subtotal,Fixed and Other Assets 2,487.198 Total Assets $ 12 633 309 __._ -. LIABILITIES AND NET WORTH Current Liabilities 17. Notes Payable and Other Long Term Liabilities(Due Within One(1)Year) ___ $ . 153.481 18. Accounts Payable ___ ,_.......__ 423,956 19. Billings on Incomplete Conti acts in Excess of Related Costs ____________ 20. Billings on Incomplete Contracts in Excess of Costs and Estimated Earnings__ __________..._....1.9_kz,12cr- 21. Accrued Taxes and Other Liabilities(Duo Within One(1)Year) 337.879 Subtotal,Current Liabilities $ _._-.________W5 536- Long Term Liabilities 22. Notes Payable and Other Long Tenn Liabilities(Balance After One(1)Year)_. $ _ .._.._...._..._.22Uss. 23. Deferred Income Taxes(Non-Current Portion) - Subtotal,Long Term Liabilities $ _-._271.439 Net Worth 24. Individual or Partnership Capital $ 25. Capital Stock 850,968 26. Additional Paid-In Capital - ----------------'--'"- 27. Retained Earnings • - 89 3 746 28. Other __. ....____ _ 29. Other 9.489.734 Subtotal,Net Worth — Total Liabilities and Net Worth $ 19 ovum 30. Contingent Liabilities $ IMPORTANT:All items shown in the above FINANCIAL STATEMENT must be detailed In the schedules on subsequent pages. Do not change the descriptive title of any balance sheet Item or supporting schedule.For Item(s)not specifically listed,use the applicable schedule(s). EXHIBIT'A' . Page 93 of 93 o,,. in nr9c . EXHIBIT `B': Other Provisions A. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement,Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty(30)day period provided above,the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section,then pursuant to IC 22-5-1.7-13 (c)the Contractor will remain liable to the City for actual damages. B. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety(90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5,the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety(90) day period set forth above. C. PROHIBITION AGAINST DISCRIMINATION 1. Pursuant to Indiana Code 22-9-1-10,Contractor,any sub-contractor,or any person acting on behalf of Contractor or any sub-contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment,because of race,religion,color,sex,disability,national origin, or ancestry. 2. Pursuant to Indiana Code 5-16-6-1,the Contractor agrees: a. That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub-contractor, shall not discriminate by reason of race,religion, color, sex,national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; EXHIBIT `B' Page 1 of 2 b. That Contractor, any sub-contractor, or any person action on behalf of Contractor or any sub-contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race,religion,color,sex, national origin or ancestry; c. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars($5.00)for each person for each calendar day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and d. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. 3. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. D. WITHOLDING,RETAINAGE,AND CLAIMS FOR PAYMENT Contractor understands, acknowledges and agrees that pursuant to Indiana Code 36-1-12-13 the City must provide for the payment of subcontractors, laborers, material suppliers, and those performing services under a public works contractor and further agrees that in the event Contractor fails to timely pay any subcontractor, laborer, or material supplier for the performance of services or deliver of materials under this Agreement that the Board of Sanitary Commissioners for the City shall withhold payment in an amount sufficient to pay the subcontractor, laborers, material suppliers, or those providing services. Contractor further understands, acknowledges, and agrees that the Board shall proceed with the proper administrative procedures initiated as the result of any claims timely filed by any subcontractor, laborer, or material supplier under Indiana Code 36-1-12-12. EXHIBIT 'B' Page 2 of 2