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ContractAk WSB A�� Building a legacy —your legacy. fig-TXTRIM, RECEIVED AUG 2 9 2016 To: City ofShorewood Date: August 26,2O16 S75S Country Club Road Re: 2O16 Mill and Overlay Improvement Shorewood, MNS5331 Project and Appurtenant Work ATTN: ]eanPanchyshyun Location: Shorewood, MN Project No.: 2925'09 We are sending to you: Attached El separately [_1 Shop Drawings Specifications contracts F] Prints Correspondence Other: [] By Messenger E] Report Document Description Your copy of the fully signed contract The above are: E] Shop drawings as checked R No exceptions taken R Rejected R Revise and resubmit [:] Note markings RFor your use OFor your approval RFor your distribution E]For Your Processing ZFor your records R For your information EJ For your review E] As you requested For signature Other cc: By: Karla Pederson, Administrative Assistant Tele: 651-286-8450 Equal Opportunity Employer mobeng.mm THIS AGREEMENT, made and entered into asofthe 26 day of April .2D16.by and between the City ofShorewood, a municipal corporation under the laws of the State ofMinnesota, hereinafter called the "Dwnor'"and GMH Asphalt Corporation . hereinafter called the ^Controctor.^ VNTNESSETH: That in consideration of their mutual covenants and agreements as hereinafter set forth, the Owner for itself and the Contractor for itself, its successors, and assigns, covenants and agrees as follows, to wit: 1 The Contractor agrees to furnish all the necessary materials, labor, use of tools, equipment, plant and every other thing necessary to perform the work designated and referred to in this Contract, including all Contractor's superintendence, and to furnish everything necessary for the completion of the improvement which is the subject ofthis Contract (except such things ea the Owner has specifically agreed to provide, according to the Contract Documents); and agrees under penalty ofa public contractor's corporate surety bond in the amount nf Two Hundred Seventeen Thousand, Nine Hundred Seventy-One and 5{i/1OOdollars to perform and complete the work shown in the plans and drawings, entitled "2016 Mill and Overlay Improvement Project and Appurtenant Work, City of Shorewood, MN," prepared by WSB & Associates, Inc., and dated March 14, 2016, and to conform in all respects with the provisions and requirements of the General Conditions, Supplementary General Conditions and Specifications for said improvements, which is entitled "2016 Mill and Overlay Improvement Project and Appurtenant Work, City of Shorewood, MN," prepared by WSB & Associates, Inc., dated March 14, 2016. 2. The Contractor agrees that performance shall be in accordance with the terms, requirements and conditions of this instrument, and laws of the State of Minnesota, and the following documents. ADVERTISEMENT FOR BIDS for said Improvements for the Owner. PROPOSAL by the Contractor, presented ho the Council nf the Owner on 2016-and accepted by the Owner onApril 25, 2016. CONTRACT DOCUMENTS for said Improvements, dated March 14, 2016, referred to in the preceding paragraph nf this Agreement and made m part of the aforementioned proposal. PLANS AND DRAWINGS for said Improvements as identified in a preceding paragraph of this Contract and which are dated March 14, 2016. ANY ADDENDA to the plans, drawings, general conditions and specifications for said |mpnovemento, which addenda were prepared byVVSB&Associates, Inc. PUBLIC CONTRACTOR'S SURETY BOND in the principal sum uf the amount bid. Each and all of the aforementioned Contract Documents are hereby incorporated into this Contract by specific reference and the terms and provisions thereof are and constitute a part of this Contract es though attached hereto or fully set forth herein. The Owner agrees to pay the Contractor for the performance of this Contract and the Contractor agrees to accept in full compensation therefor, the sums set forth within the aforementioned proposal of the Contractor for each unit and each type of unit of work to be performed. It is understood and agreed that the said proposal is for the construction of said Improvement on a unit price basis in accordance with the said proposal, and that sum of $217,971.50 as set out in said proposal, is the sum of the unit prices, multiplied by the estimated quantities of the respective units of work listed therein. zo10 MILL AND OVERLAY IMPROVEMENT PROJECT CONTRACT FOR ComaTmuoTmm AND APPURTENANT WORK CITY mpoomREW000.mm PROJECT NO. 16-03 mmB PROJECT NO. eucs-oo PAGE Prompt Payment to Subcontractors. Each contract of a municipality must require the prime contractor to pay any subcontractor within ten days of the prime contractor's receipt of payment from the municipality for undisputed services provided by the subcontractor. The contract must require the prime contractor to pay interest of 1 -1/2 percent per month or any part of a month to the subcontractor on any undisputed amount not paid on time to the subcontractor. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. For an unpaid balance of less than $100, the prime contractor shall pay the actual penalty due to the subcontractor. A subcontractor who prevails in a civil action to collect interest penalties from a prime contractor must be awarded its costs and disbursements, including attorney's fees, incurred in bringing the action. 5. This contract may be terminated by the Owner at anytime upon discovery by the Owner that the prime contractor or subcontractor has submitted a false statement under oath verifying compliance with any of the minimum criteria set forth in Minn. Stat. § 16C.285, subd. 3. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals as of the day and year first above written. •R •- By By (Corporate Seal) CITY OF SHOREWOOD, MN a Authorized Official 2016 MILL AND OVERLAY IMPROVEMENT PROJECT CONTRACT FOR CONSTRUCTION AND APPURTENANT WORK CITY OF SHOREWOOD, MN PROJECT NO. 16 -03 WSB PROJECT NO. 2926 -09 PAGE 2 By signing this document I certify that I am an owner or officer of the company, and I swear under oath that: My company meets each of the minimum criteria of Minn. Stat. § 16C.285, subd. 3, the Responsible Contractor statute. Pursuant to Stat. § 16C.285, subd. 3(7), my company has obtained from all subcontractors and motor carriers with which it will have a direct contractual relationship a signed statement under oath by an owner or officer verifying that they meet all of the minimum criteria in subdivision 3 prior to execution of a construction contract with each subcontractor or motor carrier. The undersigned agrees that, if it retains additional subcontractors on the project after submitting its verification of compliance, it shall obtain verifications of compliance from each additional subcontractor with which it has a direct contractual relationship and shall submit a supplemental verification confirming compliance with Minn. Stat. § 16C.285, subd. 3(7), within 14 days of retaining the additional subcontractors. Upon request, the undersigned shall submit to the contracting authority copies of the signed verifications of compliance from all subcontractors of any tier and all motor carriers providing for -hire transportation of materials, equipment, or supplies for a project. The undersigned understands that a failure to meet or verify compliance with the minimum criteria established for a "responsible contractor" as defined in Minn. Stat. § 16C.285, subd. 3, renders a bidder ineligible to be awarded a construction contract for the Project or to perform work on the Project. The undersigned understands that a false statement under oath verifying compliance with any of the minimum criteria shall make the undersigned, ineligible to be awarded a construction project and may result in termination of a contract awarded to the undersigned. A contracting authority shall not be liable for declining to award a contract or terminating a contract based on a reasonable determination that the contractor failed to verify compliance with the minimum criteria or falsely stated that it meets the minimum criteria. Date: S p rl Contractor: 2016 MILL AND OVERLAY IMPROVEMENT PROJECT SUPPLEMENTAL VERIFICATION AND APPURTENANT WORK CITY OF SHOREWOOD, MN PROJECT NO. 16 -03 WSI3 PROJECT NO. 2629 -09 a CONTRACTOR: (Name, legal status and address) GMH Asphalt Corporation 9180 Laketown Road Chaska, MN 55318 OWNER: (Name, legal status and address) City of Shorewood 5755 Country Club Road Shorewood, MN 55331 Bond No. 929633582 SURETY: Western Surety Company :SD Corporation (Name, legal status and principal place of business) 333 S. Wabash Avenue 41st Floor Chicago, IL 60604 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. CONSTRUCTION CONTRACT AIA Document A312 -2010 Date: April 26, 2016 combines two separate bonds, a Performance Bond and a Amount: $217,971.50 Two Hundred Seventeen Thousand Nine Hundred Seventy One Dollars and 50/100 Payment Bond, into one form. This is not a single combined Description: Performance and Payment Bond. (Name and location) 2016 Mill and Overlay Improvement Project and Appurtenant Work, City of Shorewood Project No. 16 -03, WSB Project No. 2925 -09 BOND Date: May 26, 2016 (Not earlier than Construction Contract Date) Amount: $217,971.50 Two Hundred Seventeen Thousand Nine Hundred Seventy One Dollars and 50/100 Modifications to this Bond: 0 None ❑ See Section 16 CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: GMH Asphalt Cor orati n Western Signature: 5 Signature Name ran orac Name and Title:. Vice President and Title: Attorney -in -Fact (Any additional signatures appear on the last page of this Performance Bond.) (FOR INFORMATION ONLY— Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: (Architect, Engineer or other party.) Wells Fargo Insurance Services USA, Inc. WS & Associates, Inc. 400 Hwy 169 South, 8th Floor 477 Temperance Street St Louis Park, MN 55426 St. Paul, MN 55101 952- 242 -3500 Printed in cooperation with the American Institute of Architects (AIA). The language in this document conforms to the language used in AIA Document A312 - Performance Bond - 2010 Edition. 1 § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. § 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Section 3. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after .1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor and Surety to discuss the Contractor's performance. If the Owner does not request a conference, the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Section 3.1 shall be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. § 4 Failure on the part of the Owner to comply with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. § 5 When the Owner has satisfied the conditions of Section 3, the Surety shall promptly and at the Surety's expense take one of the following actions: § 5.1 Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; § 5.2 Undertake to perform and complete the Construction Contract itself, through its agents or independent contractors; § 5.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or § 5.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or .2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. § 6 If the Surety does not proceed as provided in Section 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Section 5.4, and the Owner refuses the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. Printed in cooperation with the American Institute of Architects (AIA). The language in this document conforms to the language used in AIA Document A312 - Performance Band - 2010 Edition. 2 § i If the Surety elects to act under Section 5.1, 5.2 or 5.3, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. Subject to the commitment by the Owner to pay the Balance of the Contract Price, the Surety is obligated, without duplication, for .1 the responsibilities of the Contractor for correction of defective work and completion of the Construction Contracts .2 additional legal, design professional and delay costs resulting from the Contractor's Default, and resulting from the actions or failure to act of the Surety under Section 5; and .3 Iiquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non - performance of the Contractor. § 8 It the Surety elects to act under Section 5.1, 5.3 or 5.4, the Surety's liability is limited to the amount of this Bond. § 9 The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators, successors and assigns. § 10 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 11 Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 12 Notice to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. § 13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a 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 Contract after all proper adjustments have been made, including allowance to the Contractor of any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. § 14.2 Construction Contract. The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. § 14.3 Contractor Default. Failure of the Contractor, which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. § 14.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 14.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 15 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. Printed In cooperation with the American Institute of Architects (AM). The language In this document conforms to the language used in AIA Document A312 Performance Bond - 2010 Edition. § 16 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seat) Company: (Corporate Seat) Signature: — Name and Title: Address Signature: Name and Title: Address Printed in cooperation with the American Institute of Architects (AM). The language In this document conforms to the language used In AIA Document A312 - Performance Bond - 2010 Edition. 4 STATE OF MINNESOTA COUNTY OF CARVER On this 26th day of May, 2016 before me personally appeared Brandon E. Butorac to me known, who being by me duly sworn, did say that he is the Vice President of the GMH ASPHALT CORPORATION, the corporation described in and which executed the foregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he signed his name thereto by like order. OFD- S.T,TF,O ERICA LYNN JOHNSON 47`~ ,....�,.,,.., NOTARY PUBLIC Notary Public, �€ MINNESOTA Nyc a Sea! My commission Expires Jan. 31, 2020 ry STATE OF MINNESOTA COUNTY OF HENNEPIN On this 26th day of May, 2016 before me personally appeared Barbara L. Raedeke to me known, who being by me duly sworn, did say that (s)he is the aforesaid Attorney --in- Fact of the WESTERN SURETY COMPANY, a corporation; that the seal affixed to the foregoing instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by the aforesaid officer, by authority of its Board of directors; and the aforesaid officer acknowledged said instrument to be the free act and deed of said corporation. Notary Public, (Notary Seal) KESHA N GREENE .K - `' NOTARY Ptj8LIC -MINNESOTA MY COMMISSION EXPIRES 1131117 POWER OF ATTORNEY APPOINTING INDIVIDUAL, ATTORNEY -IN-FACT Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duly organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota, and that it does by virtue of the signature and seal herein affixed hereby make, constitute and appoint Barbara L. Raedeke , Individually of St Louis Park, MN its true and lawful Attomey -in -Fact with full power and authority hereby conferred to sign, seal and execute for and on its behalf bonds, undertakings and other obligatory instruments of similar nature - In Unlimited Amounts - Surety Bond No: 929633582 Principal: GMH Asphalt Corporation Obligee: City of Shorewood and to bind it thereby as fully and to the same extent as if such instruments were signed 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 printed on the reverse hereof, duly adopted, as indicated, by the shareholders of the corporation. In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this Ist day of December, 2015. �NS±iaeryw WESTERN SURETY COMPANY p�4y µ @Opq •.y =w'c°O �FtEi$ f aul T. Bruflat, Vice President State of South Dakota ss County of Minnehaha On this Ist day of December, 2015, before me personalty came Paul T. Bruflat, to me known, who, being by me duly sworn, did depose and say: that he resides in the City of Sioux Falls, State of South Dakota; that he is the Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporation. My commission expires J. mcl R aatAWr .Gtc June 23, 2021p SOUTH° J. Mohr, Notary Public CERTIFICATE 1, L. Nelson, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hercinabove set forth is still in force, and further certify that the By -Law of the corporation printed on the reverse hereof is still in force. In testimony whereof I have hereunto subscribed my name and affixed the seal of the said corporation this 26th day of May, 2016. MMU WESTERN SURETY COMPANY �r�ygREPp ps. LW:CRoP �Al�ty :3=2 L. Nelson, Assistant Secretary Form F4280 -7 -2012 Authorizing 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 shareholders of the Company. Section T All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporation 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 Attorneys 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 officerand the corporate seal may be printed by facsimile. CONTRACTOR: (Name, legal status and address) GMH Asphalt Corporation 9180 Laketown Road Chaska, MN 55318 OWNER: (Name, legal status and address) City of Shorewood 5755 Country Club Road Shorewood, MN 55331 r Bond No. 929633582 SURETY: Western Surety Company : SD Corporation (Name, legal status and principal place of business) 333 S. Wabash Avenue 41st Floor Chicago, IL 60604 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. CONSTRUCTION CONTRACT AIA Document A312 -2010 Date: April 26, 2016 combines two separate bonds, a Performance Bond and a Amount: $217,971.50 Two Hundred Seventeen Thousand Nine Hundred Seventy One Dollars and 50/100 Payment Bond, into one form. This Is not a single combined Description: Performance and Payment Bond. (Name and location) 2016 Mill and Overlay Improvement Project and Appurtenant Work, City of Shorewood Project No. 16 -03, WSB Project No. 2925 -09 BOND Date: May 26, 2016 (Not earlier than Construction Contract Date) Amount: $217,971.50 Two Hundred Seventeen Thousand Nine Hundred Seventy One Dollars and 50/100 Modifications to this Bond: ® None ❑ See Section 18 (Any additional signatures appear on the last page of this Payment .Bond.) (FOR INFORMATION ONLY® Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: (Architect, Engineer or other party.) Wells Fargo Insurance Services USA, Inc. WSB & Associates, Inc. 400 Hwy 169 South, 8th Floor 477 Temperance Street St Louis Park, MN 55426 St. Paul, MN 55101 952- 242 -3500 Printed In cooperation with the American Institute of Architects (AIA). The language to this document conforms to the language used in AIA Document A312 - Payment Bond - 2010 Edition. 5 § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference, subject to the following terms. § 2 If the Contractor promptly makes payment of all sums due to Claimants, and defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, then the Surety and the Contractor shalt have no obligation under this Bond. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety (at the address described in Section 13) of claims, demands, Iiens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract and tendered defense of such claims, demands, liens or suits to the Contractor and the Surety. § 4 When the Owner has satisfied the conditions in Section 3, the Surety shall promptly and at the Surety's expense defend, indemnify and hold harmless the Owner against a duly tendered claim, demand, lien or suit. § 5 The Surety's obligations to a Claimant under this Bond shall arise after the following: § 5.1 Claimants, who do not have a direct contract with the Contractor, .1 have furnished a written notice of non - payment to the Contractor, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were, or equipment was, furnished or supplied or for whom the labor was done or performed, within ninety (90) days after having last performed labor or last furnished materials or equipment included in the Claim; and .2 have sent a Claim to the Surety (at the address described in Section 13). § 5.2 Claimants, who are employed by or have a direct contract with the Contractor, have sent a Claim to the Surety (at the address described in Section 13). § 6 If a notice of non - payment required by Section 5.1.1 is given by the Owner to the Contractor, that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non - payment under Section 5.1.1. § 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surety's expense take the following actions: § 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days after receipt of the Claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed; and § 7.2 Pay or arrange for payment of any undisputed amounts. § 7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim, except as to undisputed amounts for which the Surety and Claimant have reached agreement. If, however, the Surety fails to discharge its obligations under Section 7.1 or Section 7.2, the Surety shall indemnify the Claimant for the reasonable attorney's fees the Claimant incurs thereafter to recover any sums found to be due and owing to the Claimant. § 8 The Surety's total obligation shall not exceed the amount of this Bond, plus the amount of reasonable attorney's fees provided under Section 7.3, and the amount of this Bond shall be credited for any payments made in good faith by the Surety. § 9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any construction performance bond. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. Printed in cooperation with the American Institute of Architects (AIA). The language in this document conforms to the language used in AIA Document A312 - Payment Bond s 2010 Edition. 6 § 18 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligation to make payments to, or give notice on behalf of, Claimants or otherwise have any obligations to Claimants under this Bond. § 11 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 12 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the state in which the project that is the subject of the Construction Contract is located or after the expiration of one year from the date (1) on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 6.2, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (1) or (2) .first occurs. if the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 13 Notice and Claims to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. Actual receipt of notice or Claims, however accomplished, shah be sufficient compliance as of the date received. § U When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. § 15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or shall permit a copy to be made. § 16 Definitions § 16.1 Claim. A written statement by the Claimant including at a minimum: .1 the name of the CIaimant; .2 the name of the person for whom the labor was done, or materials or equipment furnished; .3 a copy of the agreement or purchase order pursuant to which labor, materials or equipment was furnished for use in the performance of the Construction Contract; .4 a brief description of the labor, materials or equipment furnished; .5 the date on which the Claimant Iast performed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount earned by the Claimant for labor, materials or equipment furnished as of the date of the Claim; .7 the total amount of previous payments received by the Claimant; and .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furnished as of the date of the Claim. § 16.2 Claimant. An individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance of the Construction Contract. The term Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic`s lien or similar statute against the real property upon which the Project is located. The intent of this Bond shall be to include without limitation in the terms "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were furnished. § 16.3 Construction Contract The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. Printed In cooperation with the American Institute ofArchitects (AIA). The language In this document conforms to the language used in AIA document A312 - Payment Bond - 2010 Edition. § 16.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 16.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 17 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. § 18 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company- (Corporate Seat) Company. (Corporate Seal) Signature:., Name and Title: Address Signature: - Name and Title: Address Printed In cooperation with the American Institute of Architects (AM). The language In this document conforms to the language used In AIA Document A312 - Payment Bond - 201 0 Edition. STATE OF MINNESOTA COUNTY OF CARVER On this 26th day of May, 2016 before me personally appeared Brandon E. Butorac to me known, who being by me duly sworn, did say that he is the Vice President of the GH ASPHALT CORPORATION, the corporation described in and which executed the foregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he signed his name thereto by like order. ERICA LYNN JOHNSON NOTARY PUBLIC Notary Public, MINNESOTA ( otary Seal) " My Cemmimelen Expires Jan, $1, 2020 STATE OF MINNESOTA COUNTY OF HENNEPIN On this 26th day of May, 2016 before me personally appeared Barbara L. Raedeke to me known, who being by me duly sworn, did say that (s)he is the aforesaid Attorney -in- Fact of the WESTERN SURETY COMPANY, a corporation; that the seal affixed to the foregoing instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by the aforesaid officer, by authority of its Board of directors; and the aforesaid officer acknowledged said instrument to be the free act and deed of said corporation. Notary Public,_ (Notary Seal) KESHA N GHEENE NOTARY PUBLIC -MINNESOTA r �Y„ MY COMMISSION EXPIRES 1131117 Western Surety Company POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY -IN -FACT Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duly organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota, and that it does by virtue of the signature and seal herein affixed hereby make, constitute and appoint Barbara L. Raedeke , Individually of St Louis Park, MN its true and lawful Attorney -in -Fact with full power and authority hereby conferred to sign, seal and execute for and on its behalf bonds, undertakings and other obligatory instruments of similar nature - In Unlimited Amounts - Surety Bond No: 929633582 Principal: GMH Asphalt Corporation Obligee: City of Shorewood and to bind it thereby as fully and to the same extent as if such instruments were signed 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 printed on the reverse hereof, duly adopted, as indicated, by the shareholders of the corporation. In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this Ist day of December, 2015. WESTERN SURETY COMPANY s��•`ErY�c`'�s o- w� Pa ; 'y ?40a �A1^1 p' ?wl ix� s44s D - aul T. Bruflat, Vice President State of South Dakota ss County of Minnehaha On this I st day of December, 2015, before me personally carne Paul. T. Bruflat, to me known, who, being by me duly sworn, did depose and say: that he resides in the City of Sioux Falls, State of South Dakota; that he is the Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporation. My commission expires J. M�Hft PoQUTHl'PUBL S June 23, 2021` TM °" ° h J. Molu, Notary Public CERTIFICATE I, L. Nelson, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hereinabove set forth is stiII in force, and further certify that the By -Law of the corporation printed on the reverse hereof is still in force. In testimony whereof I have hereunto subscribed my name and affixed the seal of the said corporation this 26th day of May, 2016. ar WESTERN SURETY COMPANY aR °R¢ Nelson, Assistant Secretary Form F4280 -7 -2012 Authorizing By -Laws 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 shareholders of the Company. Section 7. All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporation 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 Attorneys 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 facsimile. giflig;"Imm --- 1634311TININOM SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Shorewood THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 5755 Country Club Road ACCORDANCE WITH THE POLICY PROVISIONS. Shorewood, DIN 55331 AUTHORIZED REPRESENTATIVE Jeffrey Moat/MA11 ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 0014n1 ) INSURER E Chaska MN 55318 INSURER F: COVERAGES CERTIFICATE NUMBER:2016 Standard COI REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTIR TYPE OF INSURANCE A—DDLSUBR INSD WYO POLICY NUMBER (MM/DD[YYYYI POLICY EXP JMMtQg= LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE -AMA—GE $ 1,000,000 A CLAIMS -MADE OCCUR 15 TO RENTED PREMISES Ea 250,000 MED EXP (Any one person) $ 10,000 X59527 1/1/2016 I/1/201.7 -PERSONAL & ADV INJURY $ 1, 000, 000 GENERAL AGGREGATE $ 3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRO - RDT I E] POLICY JEC � LOC PRODUCTS - COMP/OP AGG $ 3,000,000 OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea a $ 1,000,000 X ANY AUTO BODILY INJURY (Per person) $ A ALL OWNED SCHEDULED AUTOS AUTOS X59527 1/1/2016 1/1/2017 BODILY INJURY (Per accident) $ NON-OWNED X HIRED AUTOS x AUTOS PROPERTY DAMAGE ------ Per $ UMBRELLA LIAB X OCCUR OCCURRENCE 9, 000, 000 -EACH ­-$ AGGREGATE $ 9,000,000 A X_ EXCESS LIAB CLAIMS-MADE 1E_ I X I RETENTION$ 0 X59527 1/1/2016 1/1/2017 WORKERS COMPENSATION -1 x PER OTH- AND EMPLOYERS* LIABILITY Y/N STATUTE _LER . .. .... ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N/A C (Mandatory in NH) EWC009074 1/1/2016 1/1/2017 E.L. DISEASE EA EMPLOYE $ 1,000,000 If s, describe under -------- -- — DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT POLICY LIMIT T $ 1, oqp' 000 B INLAND MARINE/EQUIPMENT IIHX4853702 1/1/2016 1/1/2017 *See details below if applicable (Special Form) to cerfificate. DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Project Name: 2016 Mill and Overlay Improvement Project and Appurtenant Work City of Shorewood, and WSB & Associates, Inc. are included as additional insureds regarding general liability coverage per Additional Insured form #CG7194. giflig;"Imm --- 1634311TININOM SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Shorewood THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 5755 Country Club Road ACCORDANCE WITH THE POLICY PROVISIONS. Shorewood, DIN 55331 AUTHORIZED REPRESENTATIVE Jeffrey Moat/MA11 ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 0014n1 ) ADDITIONAL INSURED ~ OWNERS, LESSEES QR COWTRACTORS - AUTO- CG-7194(5-13) MATC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU - PRIMARY AND NONCONTRIBUTORY This endorsement modifies insurance provided under This insurance does not apply to: the following: a. injury, property COMN1ERCk\LGENERAL Lh4B|L�YCOVERAGE PART ond' ohuing~ out of'� the re,-1. Section U - Who Is An Insured is amended to Uerng of, or the hd|une to render' any pro- include an an additional insured: fanminna| architectural, engineering or our- a. Any person or organization for whom you veyingonrvicoo, including: are performing operations when you and (1) The preparing, approving or failing to such person or organization have agreed in prepare or approve maps, shop writing in e contract or agreement that such drawings, opiniona, reports, surveys, person or organization be added as addi- field ondnrs, change orders nrdrawings tione| insured on your policy; and and specifications; or h. Any other person or organization you are (2) Supomimory, inspeotinn, architectural or required to odd as an additional insured engineering activities. under the contract or agreement described b. Bodily injury or property damage occurring in paragraph aabove. after: Such person or organization is an additional (1> All wo/k, including mataria|o, parts or ` ' insured only with respect to liability for bodily equipment furnished in connection with injury, property damage or ponxone/ and ad- such wmrk, on the project (other than verbsing injury caused, in whole or in pod, by: merviue, maintenance or repairs) to be a. Your acts or omissions; or performed by or on behalf of the eddi- b. The ado or omissions of those acting on Uono| insured(s) at the location of the your behalf; nnvmn*d operations has been complet- ed; or in the performance of your ongoing operations (2) That portion of your work out of which for the additional insured. �- the injury or damage arises has been A person's or organization's status as an oddi- put to its inbendedoe ' any person bona| insured under this endorsement ends or organization other than another con- when your operations for that additional insured tractor or subcontractor engaged in per- are completed. forming npanaUnnn for o principal as a 2. With respect to the insurance afforded to these part of the name project. additional ineunedn, the following additional ex' 3. The insurance provided by this endorsement in o|uoinno apply: primary and noncontributory. ADDITIONAL • • '. • PRIMARY AND NONCONTRIBUTORY AUTOMATIC STATUS REQUIRED IN CONSTRUCTION AYOU (OWNERS, LESSEES OR CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. Section II - Who Is An Insured is amended to include as an additional insured: a. Any person(s) or organization(s) for whom you have performed operations if you and such person(s) or organization(s) have agreed in writing in a contract or agreement that such person(s) or organization(s) be added as an additional insured on your poli- cy for completed operations; and b. Any other person(s) or organization(s) you are required to add as an additional insured under the contract or agreement described in paragraph a above. Such person or organization is an additional insured only with respect to liability included in the products- completed operations hazard for bodily injury or property damage caused, in whole or in part, by your work performed for that additional insured at the location desig- nated and described in the contract or agree- ment. 2. This insurance does not apply to: a. Bodily injury or property damage which oc- curs prior to the execution of the contract or agreement described in item 1; or b. Bodily injury or property damage that oc- curs after the time period during which the contract or agreement described in item 1 requires you to add such person or or- ganization onto your policy as an additional insured for completed operations; or c. Bodily injury or property damage arising out of the rendering of, or the failure to render, any professional, architectural, engineering or surveying services, including: (1) The preparing, approving or failing to prepare or approve maps, shops drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. 3. The insurance provided by this endorsement is primary and noncontributory.