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HomeMy WebLinkAbout4/17/2019 - AGREEMENTS (19)TAKEOVER AGREEMENT This Takeover Agreement is made this 30th day of April 2019 ("Effective Date") between Western Surety Company ("Surety") and City of Palm Springs ("Obligee") ("Agreement"). WITNESSETH: WHEREAS Hal Hays Construction, Inc. ("Contractor") entered into a contract with Obligee approved by Obligee's City Council on or about October 4, 2017 as agreement No. A7038 (the construction agreement, including all contract documents referenced therein, and all signed change orders thereto, is referred to hereinafter as the "Contract") for construction of a project known as Police Department Remodel Rebid City Project No. 15-05 (the "Project"); WHEREAS, Surety executed a performance bond and a payment bond (the "Performance Bond" and "Payment Bond", collectively the "Bonds") each in the initial sum of Three Million Three Hundred Eighty-One Thousand Eight Hundred Thirty Dollars ($3,381,830) and amended by a general purpose rider dated, November 3, 2017 to Four Million Two Hundred Eighteen Thousand Nine Hundred Twenty Dollars ($4,218,920) (the "Bond Amounts") as surety on behalf of Contractor as principal and Obligee. A true and correct copy of the Performance Bond is attached hereto as Exhibit A and is incorporated herein by this reference; a true and correct copy of the Payment Bond is attached hereto as Exhibit B and is incorporated herein by this reference; and a true and correct copy of the rider to the Bonds is attached hereto as Exhibit 0 and is incorporated herein by this reference; WHEREAS, Obligee has declared a default and terminated the Contractor's right to perform the Contract effective February 22, 2019, and made a demand upon Surety to complete the Contract; and WHEREAS, Surety is willing to arrange for the completion of the Contract in accordance with the terms and obligations under the Performance Bond provided that it is paid the Contract Balance as defined hereafter. NOW, THEREFORE, for and in consideration of the agreements and undertaking and other good and valuable consideration, the Obligee and Surety agree as follows: 1. The recitals set forth above are material parts of this Agreement and are true and accurate. 2. Surety shall arrange for completion of the work in accordance with the terms and conditions of the Contract including, but not limited to, correction, or removal and replacement, of defective (non-conforming) work in place performed by Contractor, as well as any defective (non-conforming) work performed by the Completion Contractor, subject to the limitation of the Bond Amounts of the Performance Bond and Payment CNA\Hal HaysVPalm Springs -1- ORIGINAL BID AND/OR AGREEMENT Bond, plus the Contract Balance received from Obligee as the maximum limitation of Surety's liability and responsibility under its Bonds and this Agreement. 3. The Obligee acknowledges that Surety is acting in its capacity as surety for Contractor in arranging for the completion and performance of the Contract and Surety is not a completing contractor, and that Surety is not assuming any obligations or liabilities beyond those set forth in the Bonds. 4. Surety contemplates arranging for work to be completed under the Contract by Kemp Bros. Construction, Inc., a California corporation, CSLB License No. 149816, DIR PWC Registration No. 1000002699 ("Completion Contractor"). Once Surety finalizes and formalizes its arrangements with Completion Contractor, Surety shall notify the Obligee. Surety has retained the services of Benchmark Consulting Services, LLC ("Consultant") as Surety's authorized representative to assist in arranging for work to be completed under the Contract by the Completion Contractor. Surety and Obligee consent to Completion Contractor completing the remaining work of the Contract. Completion Contractor shall be Surety's representative with regard to completion of the remaining work. Completion Contractor will provide its own performance and payment bonds ("Completion Bond") from a California admitted surety guaranteeing the performance of every obligation of the Completion Contractor set forth in the Contract ("Completion Surety"). Surety will continue to guarantee performance of all of the work of the Contract. Surety will provide Obligee with a copy of the Completion Contract prior to recommencement of the work. 5. Obligee acknowledges that the Completion Contract between Surety and Completion Contractor ("Completion Contract") will require the Completion Contractor to assume all of the remaining obligations of the Contractor under the Contract, subject to the terms of this Agreement, and to coordinate all Project activities with the Obligee and the Obligee's representative and to otherwise conduct itself in accordance with the terms of the Contract, except as stated herein, as if Completion Contractor had a direct contract with the Obligee. Prior to recommencement of the work, the Completion Contractor will provide evidence of all required insurance and insurance endorsements under the Contract. 6. Completion Contractor shall have a Completion Agreement with Surety, and no contractual relationship, pursuant to this Agreement, shall exist between Obligee and Completion Contractor. Notwithstanding the foregoing. Obligee is an intended express third-party beneficiary of the Completion Contract. Routine day-to-day operations and decisions as to the manner of performance of the remaining work shall be made by the Completion Contractor, subject to the terms and conditions of the Contract; provided, however, that the Completion Contractor has no authority to: (I) agree to any changes in the Contract or remaining work; (ii) agree to any Change Orders; (iii) agree to any back-charges or deductions of any nature; (iv) agree to any schedule changes; (v) agree to any adjustments in the Contract amount. Contract Balances, or remaining work; or (vi) agree to perform any work outside of the Contract, without the Surety's prior express written consent which shall not be unreasonably withheld or delayed . Nothing in CNA\Hal Hays\Palm Springs -2- 21691079 this Agreement except Surety's penal sum limitation of liability, shall in any way limit Obligee's rights and remedies under the Contract, including the right to demand that Surety perform corrective or warranty work, or that Surety make changes in the Work, as set forth in and in accordance with the Contract. Communications between Obligee and Surety or its representatives (including Completion Contractor) shall remain as described in the Contract, except that Obligee recognizes Completion Contractor's limitation of authority as set forth in items (I) through (vi) in this Paragraph. Obligee agrees to copy Consultant on any and all communications to or on behalf of the Surety. Further, nothing in this Agreement shall create liability to Obligee in favor of Completion Contractor for acts or conduct by Completion Contractor outside the scope of Completion Contractor's actual authority from Surety. 7. Obligee agrees that any Contract Balance as defined below, and subject to the reservation of rights of Obligee and Surety in Sections 11 and 16, below will be paid to Surety for completion of the Contract in accordance with the terms of this Agreement. Obligee shall pay Surety any Contract Balance due, as adjusted in accordance with the Contract including, without limitation, for subsequent changes to the work, liquidated damages and other backcharges that have accrued or may accrue under the Contract, such amounts as are required by law to be withheld by properly executed and filed notices to stop payment, and other withholdings under the Contract. Any payment of the Contract Balance shall be made to Surety in accordance with and subject to the terms of the Contract including, but not limited to, retainage. Surety agrees to spend its own funds as may be necessary from time to time to pay for performance of work under the Contract by the Completion Contractor in the event that the Contract Balance is insufficient, with such payments being applied against the penal sum of the Performance Bond. Payments from Obligee shall be made payable to the Surety and transmitted to the Surety at the following address: Western Surety Company Attn.: Nancy Stangel 151 N. Franklin Street, 17th Floor Chicago, IL 60606. 8. Surety shall not be required to have employees or representatives at the job site, however. Consultant will make its best efforts to attend all regularly scheduled owner-contractor meetings. Surety shall have no obligation to furnish insurance so long as Completion Contractor provides insurance to the Obligee equivalent to that required under the Contract. 9. Any and all change orders, extensions or reductions of time, changes to the work, or any action required under the Contract shall be made and executed by Surety, except for emergencies or field orders for less than $5,000. Completion Contractor is not authorized to enter into such agreements nor is Completion Contractor authorized to waive or estop any right of the Surety. CNA\Hal Hays\Palm Springs 2169107.9 10. Obligee asserts that as of the Effective Date of this Agreement, the accounting of the Contract is as follows: Original Contract Price $ 3,381,830.00 Approved Change Orders (15) $ 941.589.27 Subtotal $4,323,419.27 Deduct for Liquidated Damages to 5/1 /19 ($ 1.201.100.00) Subtotal $3,122,319.27 Pending Change Order Nos. 4,19, 31, 34 $ TBD Payments to Date ($ 2.122.732.57) Subtotal $ 999.586.70 Retainage Held to date $ 125.897.191 Subtotal $ 1.125.483.89 Withhold for pending stop payment notices ($ 556.151.16) Contract Balance (including retainage) $ 569,332.73' 11. As of the Effective Date of this Agreement, the Contract Balance on the Contract is $ 569,332.73, subject to any deductive credits and liquidated damages, due Obligee under the Contract, withholding for future stop payment notices, adjustments for released stop payment notices, and Obligee-approved change orders ("Contract Balance"). Obligee represents and warrants that as of the date of this Agreement, to the best of its knowledge and according to the records available to it, the Contract Balance as defined herein is accurate. Obligee reserves the right to assess deductive credits and liquidated damages due Obligee under the Contract against the Contract Balance before payment is made to Surety for completion of the Contract. The Surety reserves the right to verify the accuracy of the Contract Balance. 12. In consideration for this Agreement, the Surety is hereby granted a non-compensatory extension of time from May 1, 2019 until November 1, 2019 ("Adjusted Contract Time"). Assessment of any additional liquidated damages under the Contract at the rate of $3,000.00 per day shall begin the day after expiration of the Adjusted Contract Time, subject to any further adjustments in accordance with the Contract, through the date of Contract acceptance by Obligee. Any calculation of any additional liquidated damages shall be made in accordance with the terms of the Contract. 13. With reference to those items on which Obligee and Surety do not agree, and with respect to any additional issues that the Obligee and Surety are unable to come to a resolution, these parties agree to make a good faith effort at a face-to-face meeting to resolve their differences on a global basis. Should said meeting fail to resolve all pending issues, the Obligee and Surety agree to proceed to private non-binding mediation prior to any litigation. 1 Subject to any deductive credits, and liquidated damages due Obligee under the Contract, withholding for future stop payment notices, adjustments for released stop payment notices, correction of defective and non-conforming worl<, and Obligee-approved change orders. CNA\Hal Hays\Palm Springs -4- 2169107.9 14. The total liability of the Surety under this Agreement and the Performance Bond is limited to and shall not exceed the Bond Amount of the Performance Bond in the amount of $4,218,920 plus the Contract Balance received from Obligee ("Available Funds"). All payments made by Surety to Completion Contractor for performance of work under the Contract shall be credited against the Available Funds. Nothing in this Agreement constitutes a waiver of the Bond Amount or increase of liability under the Performance Bond. When the amount of funds expended by Surety to Contractor for performance of the work under the Contract reaches 90% of the Available Funds, Surety must submit written notice to Obligee. In the event the amount of funds paid by the Surety to Completion Contractor for performance of work under the Contract equals or exceeds the Available Funds, subject to Obligee's audit rights under the Contract, the Surety shall have no further obligation to make payments to the Completion Contractor and shall have no further obligation, for completion of the work, to Obligee, the Surety having satisfied all its obligations under the Performance Bond. In such event, Obligee agrees to assume all payment obligations to Completion Contractor or any other party retained by Obligee to complete the Contract. Surety agrees to maintain records relating to the cost of completion of the work of the Project, and in the event Surety contends the amount of funds paid by Surety to Completion Contractor is equal to or in excess of the Available Funds, upon written request of Obligee, Surety will make such records available to Obligee for inspection within a reasonable time. 15. The Obligee will release to Surety any funds that may now or hereafter be held on account of stop payment notices upon completion of the Contract and proof from Surety that said stop payment notice claims have been resolved and that the appropriate releases have been obtained from the stop payment notice claimant or claimants. The Payment Bond shall remain in full force and effect in accord with its terms and limitations. 16. Surety and Obligee agree that execution of this Agreement is not a waiver of any rights, claims, damages, remedies, offsets and/or defenses that either may have against the other, and nothing contained in this Agreement should be construed as a waiver of any rights, claims, damages, remedies, defenses. Surety and Obligee expressly reserve, all rights, claims, damages, remedies, offsets and defenses either may have against the other and against any other parties not signatories to this Agreement. By execution of this Agreement, Surety does not waive Contractor's rights, if any, to contest the validity of the default or any other rights Contractor may have whether at law or in equity. Similarly, Surety does not waive any defenses that it may have, if any, whether at law or in equity. Obligee likewise does not waive and reserves all rights and defenses it may have, if any, as against Contractor and Surety whether at law or in equity including, but not limited to, its right to assess liquidated damages under the Contract accrued prior to the Effective Date of this Agreement and after the Completion Date, or any rights under the Bonds. 17. Any notices required to be given by the terms of this Agreement or any of the Bonds shall be made as follows: CNA\Hal Hays\Palm Springs 2169107.9 As to Obligee via overnight delivery with a copy concurrently via e-mail to: David H. Ready, City Manager City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 Email: David.Ready@palmspringsca.gov Marcus L. Fuller, MPA, PE, PLS Assistant City Manager City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 Email: Marcus.Fuller@palmspringsca.gov Jeffrey Ballinger, City Attorney City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 Email: Jeffrey.Ballinger-c@palmspringsca.gov With a copy to: Theodore L. Senet, Esq. Barbara R. Gadbois, Esq. Gibbs Giden Locher Turner Senet & Wittbrodt LLP 1880 Century Park East, 12th Floor Los Angeles, CA 90067 Email: tsenet@gibbsgiden.com: bgadbois@gibbsgiden.com As to Surety via overnight delivery with a copy concurrently via e-mail to: Nancy L. Stangel Western Surety 151 North Franklin Street, 17th Floor Chicago, IL 60606 Email: Nancy.Stangel@cnasurety.com Richard W. Tropp Benchmark Consulting Services, LLC 16755 Von Karman Avenue, Suite 200 Irvine, CA 92606 Email: rtropp@benchmark-consulting.com With a copy to: Carlos E. Sosa, Esq. Law Offices of Hausman & Sosa, LLP CNA\Hal Hays\Palm Springs 2169107.9 20750 Ventura Blvd, Suite 105, Woodland Hills, CA 91364-6646 Email: CSosa@hausmansosa.com 18. This Agreement is solely for the benefit of Obligee and Surety. This Agreement shall not create any rights in any third-party beneficiaries nor confer any benefit or right upon anyone whatsoever other than Obligee and Surety. Without limiting the foregoing, Obligee and Surely specifically acknowledge that nothing in this Agreement shall extend or increase the rights of any third-party claimants, subcontractors or materialmen of liabilities or obligations of the Surety under the Bonds. 19. The Bonds, the Contract, and this Agreement constitute the entire understanding and agreement between Obligee and Surety. No written or oral discussions or negotiations shall in any way vary or alter the terms of this Agreement. 20. This Agreement may not be changed, amended or altered except in writing and executed by both the Obligee and Surety. 21. This Agreement may be executed in one or more counterparts, and by regular mail, facsimile, email, or PDF signature, each of which shall be deemed a duplicate original but all of which together shall constitute one and the same counterpart. Facsimile, email, or PDF signatures on this AGREEMENT shall be deemed as original signatures for all purposes. 22. This Agreement shall be governed by and controlled by the laws of the State of California. Any action arising from this Agreement must be brought in the County of Riverside, State of California. 23. The provisions of this Agreement shall be applied and interpreted in a manner consistent to carry out the terms and purposes. This Agreement was jointly prepared by the parties and shall not be construed against either as the drafter. IN WITNESS WHEREOF, the parties have executed this Agreement on the date indicated above and each party warrants they have the full right, power and authority to execute this Agreement on behalf of the respective party. CITY OF PALM SPRINGS WESTERN SURETY COMPANY Bv: j Nancv^tangel "David Ready Title: City Manager Title: Authorized Agent CNA\Hal Hays\Palm Springs -7- 2169107.9 ATTEST: Bv: ly Anthony Mejia, I City Clerk APPROVED AS TO FORM: h A* Bv: y Jeffrey^. Baliinger City Attorney GIBBS GIDEN LOCHER TURNER SENET & WITTBRODT, LLP Counsel for Obligee Title: HAUSMAN & SOSA, LLP Counsel for Surety Bv: si^vu>i ivi Title: Attachments: Exhibit A - Performance Bond Exhibit B - Payment Bond Exhibit C - Bond Rider APPROVED BY CITY COUNCIL l.U. hUiI ftpl? CNA\Hal Hays\Palm Springs 2169107.9 -8- ATTEST: By: tkl Anthony Mejia, City Clerk APPROVED AS TO FORM: By: in CcAA/vicracor-]' Jeffrey S. Ballrnger ' City Attorney GIBBS GIDEN LOCHER TURNER SENET & WITTBRODT, LLP Counsel for Obligee Title: HAUSMAN & SOSA, LLP Counsel for Surety Title Attachments: Exhibit A - Performance Bond Exhibit B - Payment Bond Exhibit C - Bond Rider CNA\Hal Hays\Palm Springs 2169107.9 -8- EXHIBIT A Performance Bond Exhibits to AIOIOwner Contractor GMP Agreement Exhibit A 2183712.1 Bond No. 30022329 Premium: S27.732.00 Premium is for cuniruct term and is subject to udjusimenl based on final contract price Executed in; 2 Cuuntcrpans PERFORMANCE BOND - PUBLIC WORKS KNOW ALL MEN BY THESE PRESENTS. WHEREAS, the City of Palm Springs, a charter city, organized and existing in the County of Riverside, California, as Obligee, (hereinafter referred to as the "City"), has awarded to the undersigned Contractor, (hereinafter referred to as the "Contractor"), an agreement for the work descnbed as follows: POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 (hereinafter referred to as the "Public Work"); and WHEREAS, the work to be performed by the Contractor is more particularly set forth in that certain Agreement (Construction Contract) for the said Public Work awarded to the Contractor and approved by the City for the Project hereinabove named, (hereinafter referred lo as the "Contract"), which Contract is incorporated herein by this reference; and WHEREAS, the Contractor is required by said Contract to perform the terms thereof, and lo provide a bond both for the performance and guaranty thereof. NOW, THEREFORE, we, the undersigned Contractor, as Principal, and: Western Surety Company a corporation organized and existing under the laws of the Slate of South Dakota . and duly authorized to transact business under the laws of the Slate of California, as Surety, are held and firmly bound unto the City in the sum of ThrM MHIten THw Hundred Eighty Ono Thousand Bght Hundnid Thirty and OD/100 Dollars ($3,381,830.00 ), said sum being not less than 100 percent of the total amount payable by the City under the terms to the said Contract, for which amount well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the bounden Contractor, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and agreements in the said Contract and any alteration thereof made as therein provided, on his or its parts, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill the one year guarantee of all materials and workmanship; and indemnify and save harmless the City, its officers and agents, as sfpulated in said Contract, then this obligation shail become null and void; otherwise it shall be and remain in fuli force and effect. The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or to the work to be performed thereunder or the Specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration of addition to the terms of the Contract, or to the Public Work or to the Specifications. No final settlement between the City and the Contractor shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied. POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 PERFORMANCE BOND JUNE 29. 2017 AGREEMENT AND BONDS - PAGE 8 PERFORMANCE BOND - PUBLIC WORKS (CONTINUED) Contractor and Surety agree that if the City is required to engage the services of an attorney in connection with enforcement of the bond, each shaii pay City's reasonabie attorney's fees incurred, with or without suit, in addition to the above sum. SIGNED AND SEALED, this nth day of October .. 20^7. Hal Hays Construction, Inc.CONTRACTOR: Check one: individuai, partnership, corporation (This Performance Bond must be signed by representatives and/or officers having appropriate authority to bind the Contractor and Surety to the terms of the Performance Bond.) CONTRACTOR: Hal Hays Construction, Inc. By: signatu (NOTARIZED) SURETY: Western Surety Company By 'TgnJfeuLaao signature (NOTARIZED) Print Name and Title: KIrby 8. Hays. CEO By: signature (NOTARIZED) Print Name and Title: Print Name and Title: Rebecca Haas«Bates, Attorney'In'Ract By submitting this Performance Bond, the Contractor and Surety acknowledge the provisions of the Contract Documents with regard to Section 6-4 "Default by the Contractor", as further amended by the Special Provisions. POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 JUNE 29. 2017 PERFORMANCE BOND AGREEMENT AND BONDS - PAGE 9 PERFORMANCE BOND - PUBLIC WORKS (CONTINUED) The rate of premium on this bond Is $.per thousand. The total amount of premium charged: S27.732.oo (The above must be filled in by corporate surety). IMPORTANT: Surety companies executing bonds must possess a certificate of authority from the California Insurance Commissioner authorizing them to write surety insurance defined in Section 105 of the Califomia Insurance Code, and if the work or project is financed, in whole or in part, with Federal, grant, or loan funds, it must also appear on the Treasury Department's most current list (Circular 570 as amended). THIS IS A REQUIRED FORM. Any claims under this bond may be addressed to: (Name and Address of Surety)Western Surety Company 1000 Wllshire Blvd., Suite 1800,18th Floor Los Angeles, OA 90017 (Name and Address of Agent or Representative for service of process in California if different from above) Millennium Corporate Solutions, LLC 5530 Trabuco Road Irvine. CA 92620 (Telephone Number of Surety and Agent or Representative for service of process in California) Surety: (213) 452-5961 Agent: (949) 679-7116 * First $500,000 • $12.00 - $6,000.00 Next $2,000,000 - $8.00 = $16,000.00 Remaining: $881,830 - $6.50 s $5,731.90 POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 JUNE 29. 2017 PERFORMANCE BONO AGREEMENT AND BONDS - PAGE 10 ^See Attached** PERFORMANCE BOND - PUBLIC WORKS (CONTINUED) ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. State of County of On Date personally appeared before me. Name, Title of Officer NAME(S) OF SIGNER(S) who prov^ to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within ms rument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/theIr signaturesfs) on the Instrument the person(s). or the entity upon behalf of which the person(s) acted, executed the instrument. comec^ penalty OF PERJURY under the laws of the State identified herein, that the foregoing paragraph is true and Witness my hand and official seal. Signature of Notary NOTARY: Although the information requested below is OPTIONAL, it could prevent fraudulent attachment of this certificate to unauthorized document. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED AT RIGHT Signer(s) Other Than Named Above Title or Type of Document Number of Pages DATE of DOCUMENT POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 JUNE 29. 2017 PERFORMANCE BOND AGREEMENT AND BONDS - PAGE 11 CSS [.^1.1^ I jM %|1 >1 tM.>o Si A« H%«>U| « tM.%11 >1 ,« * California All'Purpose Certificate of Acknowiedgment A notary public or oUter officer completing this certificate verifies only the Identity of the Individual who signed the document to which this certificate is attacfied, and not the truthfulness, accuracy, or validity of that document. State of California County of s.s. On before me, Denia M. Lanza-Campos, Notaiy Public c' Moiaiy Put :: t.iio personally appeared Name ot S giLT (.?; ^who^oved to me on the basis of satisfactory evidence to be the personOsfWiose name(e)^ is/ar^ubscribed to the within instrument and acknowledged to me that ne/sheTlhey executed the same in his/betTfbeirauthorized capacity(ies7r and that by his/bef/Qa^ signature^ on the instrument the person(»)ror the entity upon behalf of which the persoQ(^ acted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the Sfate^f Califomia that the foregoing paragraph is true am corrbct. r Id official se COMM Signnt"pWpi}5 . #2134715 i Riverside Ccunly -MyCoim Eipiresftov. 22. aiiQ^ OPTIONAL INFORMATION AiH.ough ihe mfonnation m thfs sec hon ts no! requueci by la,\- it could prevent frondiilent rernove! and lea'tachnient of inis ackno.vledgmen! to an unauthonzed document and may prove naefut to pe'scns relying on the attached document Description of Attached Document The preceding Certificate of Acknowledgment is attached to a document Wed/for the purpose of.ocument titled (Uvv>.^VvUt VdO\v^ containing pages, and dated t The signef(s) capacity or authority Is/are as: □ Intfividualts) □ Attomey-in-fact □ Cciporala Officerfs) □ Guardian/Conservator □ Partner - Limited/General □ Trustee(s) n Other representing: Method of Signer Identification Praved to me on the l>asis of satisfactory evidence; jx] fonn(s) of identification □ credilDle wltness(es) Notarial event is detailed in notary joumal on: Page# Entry# Notary contact: Other □ Additional Signer □ Signer(s) Tluimbprintsfs) □ 2009 2G'b M';l.}rv Leaim.-vj Csrtc A!I R c;i;'u R.;;:.Vo i c;tn p.of fOi lTl lie ■.■."0 .'P v.w.v rnuf Jci.-irjsStoio car CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the Identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Oranec On lQ/n/2017 before me, R. Paramo. Notary Public Date Here hsert Name and Title of the Officer personally appeared Rcbccca Haas-Bates Namet^of Signerf^ who proved to me on the basis of satisfactory evidence to be the personfa) whose name{^ is/ac© subscribed to the within instrument and acknowledged to me that lie/she/they executed the same In his/herAt'W authorized capaclty{fea}, and that by Kis/herAhejr signature'^ on the instrument the person(s^ or the entity upon behalf of which the personf^ acted, executed the Instrument. I certify under PENALTY OF PERJURY under the laws of the State^gtOalifbinlaJhal the foregoing paragraph Is true antfcorrect. ft. PARAMO Notary Public - California Orang< County Commitilon • 2204277 MyComm.Eitpires Aug 5.2021 d official nature Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Pcrfonnancc Pond No. 30022329 Document Date: 10/11/2017 Number of Pages: Four (4^ Slgnerts) Other Than Named Above: CapacityOes) Claimed by Slgner{s) Signer's Name: Rehccca Ha^s.Balc■^Signer's Name:□ Corporate Officer ~ Titlefs): □ Partner — □ Limited □ General n Individual !0f Attorney in Fact L) Trustee □ Guardian or Conservator □ Other: Signer Is Representing: Western Surety Company □ Corporate Officer — Tlle(s): □ Partner — □ Limited □ General □ Individual O Attorney In Fact □ Trustee □ Guardian or Conservator □ Other Signer Is Representing: ©2014 National Notary Association • www.NatlonalNotary.org • 1 -800-US NOTARY (1-800-876-6827) Item #5907 Western Surety Company POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY-IN-FACT Koow AU Mca By Tbcsc Fiiigntii That WESTERN SURETY COMPANY, n South Dokota cotponUioii, is n duly oigutzed cxistiog coipofstion having Rs principal office ta the City of Sioux RUs, and State of Sooth Dakota, sad that it doa by virtue of the tigtatura and seal beieb affixed henby make, constitute and appoint Owen Brown, Ricbard Adair, William Syrkin, Sergio D Becbara, Margaret GUmore, Rebecca Haas-Bates, Individually oflrvine, CA, its tiue and tawffU Attofiie]f(s)4iHFact with ffiQ power and authority herriiy confcncd to sign, teal and execute Ibf aiul on its behalf bonds, undatakings and otberobflgBtoty lostiomesitsof simiUrnatuie - In Unlimited Amounts - and to bind h thereiqr as fully and to Ihesanie cxtatt as if such btstnuncnti woe signed by a duly autbotized officer of the cotpoiatioa and all the acts of said Attorney, putsuani ta the aulhorily hereby given, are hendty ratified and cooflrmed. This Power of Attorney ia made and executed pursuant to and by authority of the By-Law primed on the reverse bereoi; duly adopted, as iadtcated, by the sharefaoldea of the corporation. In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its cotpotme to be hereto affixed on Ibis 9fh day of June, 2015. WESTERN SURETY COMPANY IT. Btullit, Vke Presideat State of Sooth Dakxa Cotudy of Minnefaaba } On this 9tb day of June, 2015, before me posooally came Paul T. Bmfiot, to me known, who, being by me du|y sworn, did depose and say: that be resides in the aty of Sioua Falls, Stats ofSouth Dakota; tbat be b the Vice President of WESTERN SURETY COMPANY described b tad wblch exeeuled the above instiuiocst; that he knows the teal of said corporation; that the seal affixed to the said iostiument ia such coiporite seal; that h was so affixed ptusuant to authority giva by the Board of Directon of saki corporation and that he signed hb name thereto pursuant to like authority, and acknowledges same to be the set and deed of said coqronuion. My commission expires FdHuary 12.2021 J). fuh S. Etch, Notary Public CERTIHCATE I, L Nelson, Assistant Secrmary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney heretoabove set forth is still in forc^ and fiuther certify that iho By-Law of the corpontioa printed on the reverse hereof is sitU in fince: b lestimotiy whereof 1 have bescunio suhsctlbol my name and affixed the seal of the said coipoixtioa thb 11 th day of October 2017 WESTERN SURETY COMPANY • - I.Nd»a,AaiMaSecnttiy/ L Nelson. Assistant S NV 3472 STATE OF CAUFORNU DEPARTMENT OF INSURANCE SANT FRANCISCO AMENDED Certificate of Authority Tins Is TO CERnpy, ThtU, punuanS to the Insurance Code of the State of CaUfomla, WESTERN SURETY COMPANY of SIOUX FALLS, SOUTH DAKOTA , organized under the laws of SOUTH DAKOTA , suhfect to its Arttdes of Incorporation or other fundamental organizational documents, is hereby authorized to transact toithin this State, subject to all provisions of this Certificate, the following dosses of bisuranee: SURETY and LIABILITY as such classes are now or may hereafter be defined in the Itisurance Laws of the State of Califoraia. Tms CBnTi?icA.7S! is expresdy conditioned upon the holder hereof now and here<dter being M fuU compliance with all, and not in oiohtUm of any, of the applicable laws and lawftd requirements made under authority of the laws of the State of Cdifomia as long as such laws or requirements are <n effect and applicable, and as such laws and requirements now are, or may hereafter he changed or amended. In WnNESs Wkebeop, effective as of the 2JLST day of. MARCH , 1975 I have hereunto set my hand and caused my official seal to be affixed tA<s_21ST~— day of march 7o75 Fee Rec. No. FUed By WESLEY J. KINDER JiuumuM CommluioM* NOTICEt QujIiDcallon wHli the Seeretaiy of State miut bo acoompUshed u raquixed by the Callfbnila Coipoiatloas Coda promptly after ixsiiance of thlj Certificata of Authority. Failura to do so will be a violatioa of Ini. Code Sec. 701 iutd will he gnumds for revoldog this CertiScate of Authority punuant to the ooveiu&ta made in the application therefor and the conditions contained herein. MIM'M T-TI fM MP (D I EXHIBIT B Payment Bond Exhibits to A1 01 Owner Contractor Agreement Exhibit B 2183712.1 Bond No.: 30022329 Premium is included in the performance bond E.xccuted in: 2 Counterparts PAYMENT BOND - PUBLIC WORKS KNOW ALL MEN BY THESE PRESENTS, WHEREAS, Ihe Oty of Palm Springs, a charter city, organized and existing in the County of Riverside, California, as Obligee, (hereinafter referred to as the "City"), has awarded to the undersigned Contractor, (hereinafter referred to as the "Contractor"), an agreement for the work described as follows: POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 (hereinafter referred to as the "Public Work"); and WHEREAS, the work to be performed by the Contractor is more particularly set forth in that certain Agreement (Construction Contract) for the said Public Work awarded to the Contractor and approved by the City for the Project hereinabove named, (hereinafter referred to as the "Contract"), which Contract is incorporated herein by this reference: and WHEREAS, said Contractor is required to furnish a bond in connection with said Contract and pursuant to Section 9550 of the California Civil Code. NOW, THEREFORE, we, the undersigned Contractor, as Principal, and: Western Surety Company a corporationorganized and existing under the laws of the State of South Dakota and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the City, and to any and all persons, companies, or corporations entitled to file slop payment notices under Section 9100 of the Califomia Civil Code, In the sum of Three Million Threo Hundred Eighty One Thousand Eight Hundred Thirty and 00/100 QoHars ($ 3i381,830.00 ) said sum being not less than 100 percent of the total amount payable by the City under the terms to the said Contract, for which amount well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH, that, if said Contractor, his or its heirs, executors, administrators, successors, or assigns, or Subcontractors, shall fail to pay for any materials, provisions or other supplies, implements, machinery, or power used in, upon, for, or about the performance of the Public Work contracted to be done, or to pay any person for any work or labor of any kind, or for bestowing skills or other necessary services thereon, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, wi^held, and paid over to the Employment Development Department from the wages of employees of paid Contractor and his Subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor as required by the provisions of Sections 9550 through 9560 of the Civil Code, the Surety or Sureties hereon will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void. In addition to the provisions herein above, it is agreed that this bond will inure to the benefit of any and all persons, companies, and corporations entitled to serve stop payment notices under Section 9100 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond. POLICE DEPARTMENT REMODEL REBID CfTY PROJECT NO. 15-05 JUNE 29. 2017 PAYMENT BOND AGREEMENT AND BONDS - PAGE 12 PAYMENT BOND - PUBLIC WORKS (CONTINUED) The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or additions to the terms of the said Contract or to the work to be performed thereunder or the Specifications accompanying the same shall In any way affect Its obligations on this bond, and It does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the Contract or to the work or to the Specifications. No final settlement between the City and the Contractor hereunder shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied. Contractor and Surety, an admitted surety insurer, further agree that if the City or any entity or person entitled to file stop payment notices is required to engage the services of an attomey In connection with the enforcement of this bond, each shall be liable for the reasonable attorney's fees incurred, with or without suit. In addition to the above sum. SIGNED AND SEALED, this nth day of October ,2017 CONTRACTOR; Check one: Hal Hays Construction, Inc. Individual, partnership, ^ corporation (This Payment Bond must be signed by representatives and/or officers having appropriate authority to bind the Contractor and Surety to the terms of the Payment Bond.) EXECUTED FOR THE CONTRACTOR: Hal Hays Construction, Inc. By: 7 slanaturesignature (NOTARIZED) EXECUTED FOR THE SURETY: Western Surety Company By signature (NOTARIZED) Print Name and Title: Kirby S. Hays, CEO Print Name and Title: Rebecca Haas'Bates, Attorney-in'Fact By: signature (NOTARIZED) Print Name and Title: POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 JUNE 29. 2017 PAYMENT BONO AGREEMENT AND BONDS - PAGE 13 PAYMENT BOND - PUBLIC WORKS (CONTINUED) The rate of premium on this bond is $_per thousand. The total amount of premium charged: $ is included tn the performance bond (The above must be filled in by corporate surety). IMPORTANT: Surety companies executing bonds must possess a certificate of authority from the California insurance Commissioner authorizing them to write surety insurance defined in Section 105 of the California Insurance Code, and if the work or project is financed, In whole or in part, with Federal, grant, or loan funds, it must also appear on the Treasury Department's most current list (Circular 570 as amended). THIS IS A REQUIRED FORM. Any claims under this bond may be addressed to: (Name and Address of Surety)Western Surety Company 1000 Wllshire Blvd., Suite 1800, IBth Floor Los Angeles, OA 90017 (Name and Address of Agent or Representative for service of process in California if different from above) Millennium Corporate Solutions, LLC 5530 Trabuco Road Irvine, CA 92620 (Telephone Number of Surety and Agent or Representative for service of process in California) Surety: (213) 452-5961 Agent; (949) 679-7116 - First $500,000 . $12.00 « $6,000.00 Next $2,000,000 . $8.00 » $16,000.00 Remaining: $881,830 . $6.50 » $5,731.90 POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 JUNE 29. 2017 PAYMENT BOND AGREEMENT AND BONDS - PAGE 14 **See Attached** PAYMENT BOND - PUBLIC WORKS (CONTINUED) ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. State of County of On before me. Date personally appeared Name, Title of Officer NAME(S) OF SIGNER(S) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s). or the entity upon behalf of which the person(s) acted, executed the Instrument. I certify under PENALTY OF PERJURY under the laws of the Stale identified herein, that the foregoing paragraph is true and correct. Witness my hand and official seal. Signature of Notary ATTENTION NOTARY: Although the information requested below is OPTIONAL, it could prevent fraudulent attachment of this certificate to unauthorized document. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED AT RIGHT: Signer{s) Other Than Named Above Title or Type of Document Number of Pages _DATE of DOCUMENT POLICE DEPARTMENT REMODEL REBID CITY PROJECT NO. 15-05 JUNE 29.2017 PAYMENT BOND AGREEMENT AND BONDS - PAGE 15 V 1 f IM,*H N I ' > California All^Purpose Certificate of Acknowiedgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of tfiat document. State of California County of Riverside I S.S. On IO-l3-n before me, Penia M. Lanza-Campos, Notary Public r>;c,to-y 7.: (! personally appeared Na:iis of S ij"ci (2i who ^oved to me on the basis of satisfactory evidence to be the persoj;i(6)'whose name(^ is/^p^ubscribed to the within instalment and acknowledged to me that he/&h€7i|:)ey executed the same in his/jjer/thetfauthorized capacity(les}7and that by his/bel7their signalurejjsjf on the Instrument the personJ[s)rbr the entity upon behalf of which the person(;»H'Cted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the State of Califomia that the foregoing paragraph is true and/COffect. ]- WIT]official sc DENIAM. LANZA-CAilPOS L COMM. «I21347)5 z Notary PoWic • California 5 Riversida Counly "My Comm. Eioires ftov. 22. aP19{ Sea' OPTIONAL INFORMATION Atlhoucjh !he iiifcnnatiun in this secl'on is no' reqnaecl by lov. A conid pievent (landiiten! removal and realtachmcnl of (Irs aci^'^ov.itidgniQnt to an nnDutboiizcd doctimen' and may pmv-: nsefnt to peiscns relyincj on the attached donmienl Description of Attached Document The preceding Certificate of Acknowledgment is attached to a document titled/for the purpose of. Method of S^ner Identification Proved to me on the t)asis of satistactory evidence; containing ^ pages, and dated _ The slgner(s) capacity or authority is/are as: □ indivklual(s) □ Altomey-in-facl □ Corporate Oflicerfs) [x] rorm(s) of identification Q credil)le witrtessfes) Notarial event is detaited in notary journal on: Page# Enlrv# □ Guardian/Consenrator □ Partner • Limited/GeReral □ Trustee{s} □ Oilier Notary contact Other □ Additional Signer □ Signeifs) Thumbprintsfs) □ representing 0' 27 Nni-, : i,-,t CP f< CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary pubSc or other officer completing this certificate verifies only the Identity of the individual who signed the document to which this certificate Is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Onmcc On 10/11/2017 before me, R. Paramo. Notary Public Date Here Insert Name and Title of the Officer personally appeared Rcbccca Haas-Bates A/amefelLof Signerfs^ who proved to me on the basis of satisfactory evidence to be the personf^ whose name{ss). Is/ace subscribed to the within instrument and acknowledged to me that "he/she/they executed the same in hia/herAheir authorized capacity|?»a}, and that by his^erAheir signaturet^ on the instrument the person{s)» or the entity upon behalf of which the personfs^ acted, executed the instrument. R. PARAMO Notary Public-CaGforrtla Orange County Commission 12304277 My Comm. Expires Aug 5.3021 I certify under PENALPi' OF PERJURY under the laws of the Stat&-ef Oalifemla^hat the foregoing paragraph is true corcorrect. ITN^SS my ha d official s Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended documenf. Description of Attached Document Title or Type of Document: Payment Pond No. 30022329 Number of Pages: Four Slgner(s) Other Than Named Above: Capacity(ies) Claimed by Slgner(s) Signer's Name: Rchccca Haas-Bates Doc Signer's Nam ument Date: 10/11/2017 □ Corporate Officer — Title(s): □ Partner — □ Limited □ General □ Individual (0' Attorney in Fact □ Trustee □ Guardian or Conservator □ Othen Signer Is Representing:Western Surely Company e: n Corporate Officer — Title(s): □ Partner — □ Limited □ General □ Individual □ Attorney in Fact □ Trustee □ Guardian or Conservator □ Other. Signer Is Representing: ©2014 National Notary Association * www.NationalNotary.org ♦ 1 -800-US NOTARY (1 •800-876-6827) Item #5907 Western Surety Company POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY-IN-FACT Koow AU Mco By Tbcso PmcfltSyThat WESTERN SURETY COMPANY, a South Dakota cotpontioQ, is a duly otgaBixod existing cocponition having Its princ^ ofEce ta the CUy of Sioux Ftlb, and Stale of Sooth Dakota, and that it does by viitue of the signature aod seal hetetn affizoi hereby make, constitute and qipoist Owen BrowOf Richard Adair, William SyrkiOt Sergio D Becbara^ Maigaret GUmoret Rebecca Haas-Bates, Individually of bvine, OA, Its Inie aod hwfU] Attoroey(s)-iii<F8ct with full power aod authority hereby conlcrred to sign, seal aod cxeeuie for on its bebalTboods, undcrtikoigs and other obligatoiyinstnnnents of sunitaroature - In Unlimited Amounts - and to bind it thereby u fully and to dte same eximt as if such instnimcots were signed by a duly aotborized ofiBcer of the corpoiatioa and aB the acts of said Attorney, puiiuaot to the authority hereby given, are hctd>y ratified and conflnncd. This Power of Aitoniey is made and executed puisuant to and by authority of the By-Law printed on the tvfeac hereof, duly as by the thaicfaDldcn of ihe corporuion. Wltucis Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President und its coipoi^ seal to be hereto ifiixed on this 9th day of/uoe, 2015. WESTERN SURETY COMPANY IT. BnilUt, Vice Pr^dait State of South Dakora County of Mionefaaha }■ On this 9tb day of June, 2015, before me pcxsonally came Paul T. Biuflai, to mc known, who, bdog by me duly sworo, did depOK and say: that bo resides in the aty of Sbux FaUs, State ofSouth Dakofii; that he b the Vice President of WESTERN SURETY COMPANY dmcribed fat and wfaiUi aeculed the above instnuneot) that be knows the seal of said cofpontton: that the seal affixed to Ihe said instnunent is such caiponte seal: it was so afSxed punusat to authoriQ^ given by the Boatd of DIreetots of said cotpontion and that he signed hb name (hereto punuiot to like authority, and acknowledges same to bo the act and deed of Bid coqwratloD. My coinnUssioo apires Fefatuary 12,2021 S. Ekh, Notoiy Publle CERTinCATE f, L Ndsoti, Assistant Secretaiy of WESTERN SURETY COMPANY do hereby ceiliiy thai the Power of Atioraey hereinabove set forth b stiU In foree, and further certify that the By-Law of the cciporation printed on the reverse hereof b still io fixcc In testimooy whereof I have hereunto subscribed Rty name and aflbed thescdofthcsaidcotpontioothb 11th davof October . 2017 WESTERN SURETY COMPANY F.n.ro»).7.»u • - I.Nd««,A»llt«Sca«»yr ' L. Nelson. Assistant Si NV 3472 STATE OF GALIFORNU DEPARTMENT OF INSURANCE SAN FRANCISCO AMEin>ED Certificate of Authority Tins Is TO CERTiFy, That, pursuant to the Insurance Code of ike State of CdUfomia, WESTERH SURETY COMPANY of SIOUX FALLS, SOUTH DAKOTA , oreanixed under the laws of SOUTH DAKOTA , subfect to its Artides of Incorporation or other fundamental or&mtzational documents, is hereby authorized to transact within this State, suhfect to all provisions of thts Certiftcate, the following dosses of insurance: SURETY and LIABILITY as such classes are now or may hereafter be defined in the Insurance Laws of the State of Cdlifomia. Tus Cbrtificatb is expresdy conditioned upon the holder hereof now and hereafter being in full compliance with all, and not in violation of any, of the appUoable laws and lowftd requirements made under authority of the laws of the State of Cdiforrda as long as such latos or requirements are in effect and applicable, and as such laws and requirements now are, or may hereafter he changed or amended. In Witness Wrebeop, effective as of the 21ST day of MARCH , J975 ,1 have hereunto set my hand and caused my official seal to be affixed diis.. ■21 SI— day of Fes Bee. No. Filed By WESLEY J. KINDER IcuioanM Ceamlttlotut NOnCEi Quallflcalk)!) with the Seeretaiy of Stale must be acoomplished m requited by the Califotnla Coiporotloos Codelirotnptly after Usiiance of this Certificate of Authority. Failure to do so will 1^ a violatloa of Ini. Code See. 701 uiid vWII be gruutidi for revoldog this Certificate of Authority punuaat to the covenants nude In the application therefor and llio condlttons contained herein. PbM Ce.k NtM-MT.If MMrtDM' EXHIBIT C Bond Rider Exhibits to A101 Owner Contractor Agreement Exhibit I 2183712.1 GENERAL PURPOSE RIDER To be attached to and form part of Bond Number. issued by the Western Surety Company 30022329 effective October 11. 2017 in the amount of Three Million Three Hundred Eighty One Thousand Eight Hundred Thirty and 00/100 DOLLARS, on behalf of Hal Hays Construction. Inc. as Principal and in favor of City of Palm Springs as Obligee: Now, Therefore, it is agreed that: Amending Bond Amount: From: Three Million Three Hundred Eighty One Thousand Eight Hundred Thirty and 00/100 Dollars ($3,381,830.00 To: Four Million Two Hundred Eighteen Thousand Nine Hundred Twenty and 00/100 Dollars ($4,218,920.00) Amending Premium Amount; From: Twenty Seven Thousand Seven Hundred Thirty Two and 00/100 Dollars ($27,732.00) To:Thirty Three Thousand One Hundred Seventy Three and 00/100 Dollars ($33,173.00) It is further understood and agreed that all other terms and conditions of this bond shall remain unchanged. iThie n^rls to be effective the 3rd day of November ^ 2017 ^n«d, sepl^ and dated this 3rd day of November ^ 2017 Hal Hays Constniction, Inc. (Pnncipal) Western Surety Company (Surety) Rebecca Haas-Bates Attomey-in-Fact Accepted By: Form F5340 f/.xvoinii/,,,//(?•••'' , '*'••"%/.S' / , vV»^'''''^'i' '• *''^\^ :V'? CALIFORNIA ALL-PURPOSE ACKNOWLEDQMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed ttie document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California County of Orange On 11/03/2017 before me, R. Paramo, Notary Public Date Here Insert Name and Title of the Officer personally appeared Rebecca Haas-Bates NameTf3)^of Slgnef(s^ who proved to me on the basis of satisfactory evidence to be the person(^ whose name{^ Is/at© subscribed to the within instrument and acknowledged to me that IWshe/they executed the same in his/her/their authorized capacitytlaa}, and that by his/her/their slgnaturel^ on the instrument the person^^ or the entity upon behalf of which the person(^ acted, executed the instrument. \R. PARAMO Notary Public - California Orange County f Commission # 2204277 r My Comm. Expires Aug 5,2021 y I certify under PENALTY OF PERJURY under the laws of the State of^alifijmiajhat the foregoing paragraph Is true artd-cdrr^L official seal. Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter sdteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: increase Rider Bond No. 30022329 Number of Pages: Oned) Slgner(s) Other Than Named Above Capacity(ies) Claimed by Signer(s) Signer's Name: Rebecca Haas-Bates □ Corporate Officer — Title(s): □ Partner — □ Limited □ General □ individual S? Attorney in Fact □ Trustee □ Guardian or Conservator □ Other: Do Signer's Nam cument Date: 11/03/2017 e; n Corporate Officer — Title(s): □ Partner — □ Limited □ General □ Individual □ Attorney in Fact □ Trustee □ Guardian or Conservator □ Other Signer Is Representing: Western Surety Company Signer Is Representing: ©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 I1 Western Surely Company j POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY-IN-FACT Know AU Men By These Presents, Thai WESTERN SURETY COMPANY, a South Dakota coiporadon, is a duly orBaaized and existing coiponition having its pnncipai ofRcc in the City of Sioux l^Is, and State of South Dakota, and that it docs by virtue of the jignature and seal beran affixed hereby make, constitute and appoint Owen Brown, Richard Adair, William Syrkin, Sergio B Bechara, Margaret Gilmore, Rebecca Haas-Bates, Individually of hvine, CA, Its true and lawful AttomQr(s)-in-Fact with full power and authority hereby confcntd to sign, seal and execute for and on its behalf bonds, undcrtaldngs and other obligatory instrutnents of similar nature - In Unlimited Amounts - and to bind it thereby as fully and to the same extent as ifsuch instiuments weresigacd by a duly authorized officer of the corporation and all the acts of said Attorney, pursuant to the authority hereby given, are hereby ratified and confirmed. This Power of Attorney is made and executed pursuant to and by authority of the By-Law piintod on the reverse hereof, duly adopted, as indicated, by the shareholders of the corpotatioiL i I In Wltncsi Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hcjrelo affixed on this 9th day of June, 2015, WESTERN SURETY COMPANY } ° IT, Bruflat, Vice President State of South Dakota County of Mlimehaha On this 9th day of Jtue, 2015, before me peisotmlly came Paul T. Bniflat, to me known, who, being by me duly sworn, did depose and say; that be resides in the Oty of Sioux Fails. State of South Dakota; that he is the Vice President of WESTERN SURETY COMPANY described in and which executed the above mstrument; that be knows the seal of said corporation; that the seal affixed to the said mstrument is such corporate seal; that k was so afSxcd pujsuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges sarnc to be the act and deed of said corporadoiL My commission expires ¨ I s. acH \ S, Eich. Notary Public CERTIFICATE I I, L. Nelson, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Anoin^ hereinabovc set forth is still in foip^ and further certily that the By-Law of the corporation printed on the rcvcrscJicTOf is still in force. In testimoiQr whereof I have beieumo subscribed my name and affixed the seal of the said corporation this 3rd dayo^I''^ % \-/'*''''NoveiIlber , 2017 SURETY COMPANY % ' %'-Z ^ L. Nelson, Assistant SiForm F4280-7-20I2 ^ /wiaiaai Secretary 'frrr-rr^'* Autborlzlng By-Law ADOPTED BY THE SHAREHOLDERS OF WESTERN SURETY COMPANY This Power of Attorney is made and executed pursuant to and by authority of the following By-Law duly adopted by the shardiolders of the Company. Section 7. All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporadon shall be executed in the corporate name of the Company by the President, Secretary, and Assistant Secretary, Treasurer, or any Vice President or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attom^'s in Fact or agents who shall have authority to issue bonds, policies, or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by ^csimile. , S Ci .• = o "'4 ^ ■\fiit'saiiiSbsi£s^,^at