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R2019-92 Pepperwood Road Storm Water Repairs & Anchorage Drive Culvert RepairsRESOLUTION 2019-92 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF ` NORTH PALM BEACH, FLORIDA APPROVING A CONTRACT AWARD TO FERREIRA CONSTRUCTION SOUTHERN DIVISION CO., INC. FOR THE PEPPERWOOD CIRCLE SOUTH AND ANCHORAGE DRIVE CULVERT REPAIRS AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE THE CONTRACT ON BEHALF OF THE VILLAGE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Village issued an Invitation to Bid for the Pepperwood Circle South and Anchorage Drive Culvert Repairs; and WHEREAS, the Village received four bids in response to the to the ITB, and Village Staff recommended accepting the lowest, most qualified bid proposal submitted by Ferreira Construction Southern Division Co, Inc.; and WHEREAS, the Village Council determines that the adoption of this Resolution is in the best interests of the residents and citizens of the Village of North Palm Beach. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA as follows: Section 1. The foregoing recitals are ratified as true and incorporated herein. Section 2. The Village Council hereby approves a Contract with Ferreira Construction Southern Division Co, Inc. for the Pepperwood Circle South and Anchorage Drive Culvert Repairs in the amount of $123,263.75, with funds expended from Account No. I7321-66210 (Infrastructure Surtax Fund — Streets & Grounds — Construction & Major Renovation). The total project budget, including engineering costs and contingency, is $161,664.75. Section 3. The Village Council authorizes the Mayor and Village Clerk to execute a contract for such services, a copy of which is attached hereto and incorporated herein. Section 4. This Resolution shall be effective immediately upon adoption. PASSED AND ADOPTED THIS 12TH DAY OF SEPTEMBER, 2019. (Village Seal) ATTEST: VILLAGE CLERK 4( (1,4, fin MAYOR CONTRACT This Contract is made as of the day of (Effective Date"), by and between the VILLAGE OF NORTH PALM BEeHA,6r;-20l9 municipal corporation organized and existing under the laws of the State of Florida, hereinafter referred to as VILLAGE, and FERREIRA CONSTRUCTION SOUTHERN DIVISION CO., INC., , a New Jersey corporation authorized to do business in the State of Florida, hereinafter referred to as the CONTRACTOR, whose Federal I.D. is 22-3334957. In consideration of the promises and mutual covenants herein contained, it is hereby agreed that the CONTRACTOR shall provide to the VILLAGE all goods and services requested under the Invitation to Bid for Pepperwood Circle South and Anchorage Drive Culvert Repairs ("ITB") and as further stated in CONTRACTOR's Bid Proposal and pursuant to the terms and conditions of this Contract. ARTICLE 1. SERVICES OF THE CONTRACTOR A. The CONTRACTOR shall provide all goods and services as stated in the ITB and the Specifications referenced therein in accordance with the Bid Proposal (hereinafter referred to as "Work"), which are incorporated herein by reference, to that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession practicing in the same or similar locality at the time the Work is provided. B. The Work provided by CONTRACTOR shall be commenced subsequent to the execution and approval of this Contract and upon receipt of purchase order and written Notice to Proceed from the VILLAGE. ARTICLE 2. TERM OF CONTRACT. A. This Contract and shall remain in effect until the Work is completed, accepted, paid for by the VILLAGE and the warranty period has expired. All Work shall be completed within thirty (3 0) days of the VILLAGE"s issuance of a Notice to Proceed. B. The CONTRACTOR shall not be considered in default by reason of any failure in performance of the Work if such failure arises out of causes reasonably beyond the control of the CONTRACTOR or its subcontractors and without their fault or negligence. Such causes include, but are not limited to: acts of God; natural or public health emergencies; labor disputes; freight embargoes; unreasonable utility provider delays, unreasonable permitting delays and abnormally severe and unusual weather conditions. C. Upon the CONTRACTOR's request, the VILLAGE shall consider the facts and extent of any failure to perform the Work and, if the CONTRACTOR's failure to perform was without it or its subcontractor's fault or negligence, the Contract schedule and/or any other affected provision of this Contract shall be revised accordingly; subject to the VILLAGE's rights to change, terminate, or stop any or all of the work at any time. ARTICLE 3. VILLAGE'S REPRESENTATIVE. Unless otherwise specified by the VILLAGE, the VILLAGE's representative shall be the Village's Public Works Director. -1- ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT. A. The VILLAGE agrees to compensate the CONTRACTOR in accordance with CONTRACTOR's Bid Proposal in response to the ITB. The total and cumulative amount of this Contract shall not exceed One Hundred Twenty -Three Thousand Two Hundred and Sixty - Three Dollars and Seventy -Five Cents ($123,263.75). B. CONTRACTOR shall submit an invoice(s) to the VILLAGE for said compensation on the date and time mutually agreed upon by the VILLAGE and CONTRACTOR. All invoice(s) received from CONTRACTOR pursuant to this Contract will be reviewed and approved by the VILLAGE's representative, indicating that goods and services have been provided and rendered in conformity with the Contract and then will be sent to the Finance Department for payment. Invoices will normally be paid within thirty (30) days following the VILLAGE representative's approval. C. Work undertaken or expenses incurred that exceeds an amount set forth in this Contract without prior written authorization from the VILLAGE shall be the liability of the CONTRACTOR. D. CONTRACTOR waives consequential or incidental damages for claims, disputes or other matters in question arising out of or relating to this Contract. E. In order for both parties herein to close their books and records, CONTRACTOR will clearly state "final invoice" on the CONTRACTOR's final/last billing to the VILLAGE. This certifies that all Work has been properly performed and all charges have been invoiced to the VILLAGE. Since this account will thereupon be closed, any and other further charges if not properly included in this final invoice are waived by the CONTRACTOR. The VILLAGE will not be liable for any invoice from the CONTRACTOR submitted thirty (30) days after the provision of the Work. F. If the VILLAGE fails to make any payment due the CONTRACTOR for the Work under this Contract within forty-five (45) days after the CONTRACTOR's transmittal of its invoice to the VILLAGE, the CONTRACTOR may, after giving notice to the VILLAGE, suspend the Work under this Contract until it has been paid in full all amounts due. G. If the VILLAGE disputes any invoice or part of an invoice, VILLAGE shall notify CONTRACTOR of such dispute within fifteen (15) days of receipt of the invoice. VILLAGE reserves the right to off -set, reduce or withhold any payment to CONTRACTOR in accordance with the terms and conditions of this Contract. ARTICLE 5. INDEMNIFICATION. A. To the fullest extent permitted by applicable laws and regulations, the CONTRACTOR shall indemnify and save harmless and defend the VILLAGE, its officials, agents, servants, and employees from and against any and all claims, liability, losses, and/or causes of action arising out of or in any way related to the services furnished by the CONTRACTOR pursuant to this Contract, including, but not limited to, those caused by or arising out of any act, omission, negligence or default of the CONTRACTOR and/or its subcontractors, agents, servants or employees. -2- B. The CONTRACTOR shall not be required to indemnify the VILLAGE, its officials, agents, servants and employees when the occurrence results solely from the wrongful acts or omissions of the VILLAGE, its officials, agents, servants and employees. The terms of this Section shall survive completion of all services, obligations and duties provided for in this Contract as well as the termination of this Contract for any reason. C. Nothing contained in this Contract shall create a contractual relationship with or a cause of action in favor of a third party against either the VILLAGE or the CONTRACTOR, nor shall this Contract be construed a waiver of sovereign immunity beyond the waiver provided in § 768.28, Florida Statutes. ARTICLE 6. PERSONNEL. A. The CONTRACTOR represents that it has, or will secure at its own expense, all necessary personnel required to perform the Work under this Contract. Such personnel shall not be employees of or have any contractual relationship with the VILLAGE. B. All of the Work required hereunder shall be performed by the CONTRACTOR or under its supervision, and all personnel engaged in performing the Work shall be fully qualified and, if required, authorized or permitted under state and local law to perform such Work. C. All of the CONTRACTOR's personnel (and all sub -contractors) while on VILLAGE premises, will comply with all VILLAGE requirements governing conduct, safety, and security. ARTICLE 7. TERIVIINATION. This Contract may be cancelled by the CONTRACTOR upon ten (10) days' prior written notice to the VILLAGE's representative in the event of substantial failure by the VILLAGE to perform in accordance with the terms of this Contract through no fault of the CONTRACTOR. It may also be terminated, in whole or in part, by the VILLAGE, with or without cause, upon ten (10) days' written notice to the CONTRACTOR. Unless the CONTRACTOR is in breach of this Contract, the CONTRACTOR shall be paid for Work rendered to the VILLAGE's satisfaction through the date of termination. ARTICLE 8. FEDERAL AND STATE TAX. The VILLAGE is exempt from payment of Florida State Sales and Use Tax. The CONTRACTOR shall not be exempted from paying sales tax to its suppliers for materials used to fill contractual obligations with the VILLAGE, nor is the CONTRACTOR authorized to use the VILLAGE's Tax Exemption Number in securing such materials. ARTICLE 9. INSURANCE. Prior to commencing any Work, the CONTRACTOR shall provide certificates evidencing insurance coverage as required in the Bid Documents. All insurance, other than Worker's Compensation, to be maintained by the CONTRACTOR shall specifically include the VILLAGE as an Additional Insured. -3- ARTICLE 10. SUCCESSORS AND ASSIGNS. The VILLAGE and the CONTRACTOR each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the VILLAGE nor the CONTRACTOR shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the VILLAGE which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the VILLAGE and the CONTRACTOR. ARTICLE 11. GOVERNING LAW, VENUE AND REMEDIES. A. This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Palm Beach County. B. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative. and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. C. The VILLAGE and CONTRACTOR knowingly, voluntarily and intentionally waive any right they may have to trial by jury with respect to any litigation arising out of or in connection with this Contract. ARTICLE 12. INDEPENDENT CONTRACTOR RELATIONSHIP. The CONTRACTOR is, and shall be, in the performance of all Work under this Contract, an Independent Contractor, and not an employee, agent, or servant of the VILLAGE. All persons engaged in any of the Work performed pursuant to this Contract shall at all times, and in all places, be subj ect to the CONTRACTOR's sole direction, supervision, and control. The CONTRACTOR shall exercise control over the means and manner in which it and its employees perform the Work. ARTICLE 13. ACCESS AND AUDITS. The CONTRACTOR shall maintain adequate records to justify all charges, expenses, and costs incurred in estimating and performing the Work for at least three (3) years after completion of this Contract. The VILLAGE shall have access to such books, records, and documents as required in this ARTICLE for the purpose of inspection or audit during normal business hours, at the CONTRACTOR's place of business. Under no circumstances will CONTRACTOR be required to disclose any confidential or proprietary information regarding its products and service costs. ARTICLE 14. NONDISCRIMINATION. The CONTRACTOR warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, or sexual orientation. M ARTICLE 15. ENFORCEMENT COSTS. If any legal action or other proceeding is brought .for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Contract, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxable as court awarded costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled. ARTICLE 16. AUTHORITY TO PRACTICE. The CONTRACTOR hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business and provide the Work under this Contract, and that it will at all times conduct its business and provide the Work under this Contract in a reputable manner. Proof of such licenses and approvals shall be submitted to the VILLAGE's representative upon request. ARTICLE 17. SEVERABILITY. If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Contract, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law. ARTICLE 18. MODIFICATIONS OF WORK. The VILLAGE reserves the right to make changes in the Work, including alterations, reductions therein or additions thereto, based on the unit prices set forth in CONTRACTOR's Bid Proposal. ARTICLE 19. PROTECTION OF WORK AND PROPERTY. A. The CONTRACTOR shall continuously maintain adequate protection of all Work from damage, and shall protect the VILLAGE's property and adjacent private and public property from injury or loss arising in connection with the Contract. Except for any such damage, injury, or loss, except that which may be directly due to errors caused by the VILLAGE or employees of the VILLAGE, the CONTRACTOR shall provide any necessary materials to maintain such protection. B. The CONTRACTOR will also take every necessary precaution to ensure the safety of the VILLAGE, public and other guests and invitees thereof at or near the areas where work is being accomplished during and throughout the completion of all work. ARTICLE 20. NOTICE. All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the VILLAGE shall be mailed to: -5- Village of North Palm Beach Attn: Village Manager Village of North Palm Beach. 501 U.S. Highway One North Palm Beach, FL 33408 and if sent to the CONTRACTOR shall be mailed to: Ferreira Construction Southern Division Co., Inc. Attn: John Ciabattari, Vice President 13000 S.E. Flora Avenue Hobe Sound, FL 33455 The foregoing names and addresses may be changed if such change is provided in writing to the other party. ARTICLE 21. ENTIRETY OF CONTRACTUAL AGREEMENT. The VILLAGE and the CONTRACTOR agree that this Contract sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. ARTICLE 22. TERMINOLOGY AND CAPTIONS. All pronouns, singular, plural, masculine, feminine or neuter, shall mean and include the person, entity, firm or corporation to which they relate as the context may require. Wherever the context may require, the singular shall mean and include the plural and the plural shall mean and include the singular. The term "Contract" as used herein, as well as the terms "herein", "hereof', "hereunder", "hereinafter" and the like mean this Contract in its entirety and all exhibits, amendments and addenda attached hereto and made a part hereof. The captions and paragraph headings are for reference and convenience only and do not enter into or become a part of the context of this. Contract, nor shall such headings affect the meaning or interpretation of this Contract. ARTICLE 23. WAIVER. Failure of a party to enforce or exercise any of its right(s) under this Contract shall not be deemed a waiver of that parties' right to enforce or exercise said right(s) at any time thereafter. ARTICLE 24. PREPARATION. This Contract shall not be construed more strongly against either party regardless of who was more responsible for its preparation. ARTICLE 25. MATERIALITY. All provisions of the Contract shall be deemed material. In the event CONTRACTOR fails to comply with any of the provisions contained in this Contract or exhibits, amendments and addenda attached hereto, said failure shall be deemed a material breach of this Contract and VILLAGE may -6- at its option and without notice terminate this Contract. ARTICLE 26. EXHIBITS AND CONTRACT DOCUMENTS. Each exhibit and other contract documents referred to in this Contract forms an essential part of this Contract. The exhibits and other contract documents, if not physically attached, should be treated as part of this Contract and are incorporated herein by reference. ARTICLE 27. LEGAL EFFECT. This Contract shall not become binding and effective until approved by the Village Council of the Village of North Palm Beach. ARTICLE 28. SURVIVABILITY. Any provision of this Contract which is of a continuing nature or imposes an obligation which extends beyond the term of this Contract shall survive its expiration or earlier termination. ARTICLE 29. DEFAULT. A. Notwithstanding anything contained in this Contract to the contrary, the parties agree that the occurrence of any of the following shall be deemed a material event of default and shall be grounds for termination: The filing of any judgment lien against the assets of CONTRACTOR related to the performance of this Contract which is not satisfied, discharged or contested in a court of law within thirty (30) days from the date of notice to the CONTRACTOR; or 2. The filing of a petition by or against CONTRACTOR for relief under the Bankruptcy Code, or for its reorganization or for the appointment of a receiver or trustee of CONTRACTOR or CONTRACTOR's property; or an assignment by CONTRACTOR for the benefit of creditors; or the taking possession of the property of CONTRACTOR by any governmental officer or agency pursuant to statutory authority for the dissolution or liquidation of CONTRACTOR; or if a temporary or permanent receiver or trustee shall be appointed,for CONTRACTOR or for CONTRACTOR's property and such temporary or permanent receiver or Trustee shall not be discharged within thirty (30) days from the date of appointment. 3. Due to circumstances within the control of the CONTRACTOR, CONTRACTOR fails to provide the Work under this Contract on schedule as agreed to by CONTRACTOR in this Contract. B. CONTRACTOR shall provide written notice to the VILLAGE of the occurrence of any event of default within five (5) days of CONTRACTOR's receipt of notice or knowledge of any such default. -7- ARTICLE 30. WARRANTY. CONTRACTOR warrants that all Work, including goods and services, provided under this Contract will be free of defects in material and workmanship for a period of one (1) year following completion of the Work and successful final inspection, or as otherwise stated in the Bid Proposal. Should any Work fail to comply with this warranty during the warranty period of one (1) year, upon written notification from the VILLAGE, CONTRACTOR shall immediately repair or replace said defective materials and/or workmanship at CONTRACTOR's sole expense. ARTICLE 31. REPRESENTATIONS/BINDING AUTHORITY. The persons executing this Contract represent that they have the full power, authority and legal right to execute and deliver this Contract and perform all of its obligations under this Contract. ARTICLE 32. TIME IS OF THE ESSENCE/LIQUIDATED DAMAGES. Time is of the essence in all respects under this Contract, and the parties agree that the VILLAGE will suffer financial loss if the work contemplated herein is not completed within the time specified, including any authorized extensions. The parties also recognize the delays, expense and difficulties involved in proving in a legal proceeding the actual loss suffered by the VILLAGE if the work is not completed on time. Accordingly, instead of requiring any such proof, the VILLAGE and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay to the VILLAGE an amount equal to $500.00 per day for each calendar day that expires after the time specified for completion in Article 2.A. Liquidated damages may be deducted from payments due to the CONTRACTOR. ARTICLE 33. INSPECTOR GENERAL. CONTRACTOR is aware that the Inspector General of Palm Beach County has the authority to investigate and audit matters relating to the negotiation and performance of this Contract, and in furtherance thereof, may demand and obtain records and testimony from CONTRACTOR and its subcontractors. CONTRACTOR understands and agrees that in addition to all other remedies and consequences provided by law, the failure of CONTRACTOR or its subcontractors to fully cooperate with the Inspector General when requested may be deemed by the VILLAGE to be a material breach of the Contract Documents justifying termination. ARTICLE 34. PUBLIC RECORDS. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: (561) 841-3355; NPB CLERK i4 VILLAGE-NPB . ORG; OR 501 U.S. HIGHWAY ONE, NORTH PALM BEACH, FL 33408. In performing services pursuant to this Contract, CONTRACTOR shall comply with all relevant provisions of Chapter 119, Florida Statutes. As required by Section 119.0701, Florida Statutes, CONTRACTOR shall: 1. Keep and maintain public requires required by the VILLAGE to perform the service. 2. Upon request from the VILLAGE's custodian of public records, provide the VILLAGE with a copy the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if the CONTRACTOR does not transfer the records to the VILLAGE. 4. Upon completion of the Contract, transfer, at no cost, to the VILLAGE all public records in possession of CONTRACTOR or keep and maintain public records required by the VILLAGE to perform the services. If CONTRACTOR transfers all public records to the VILLAGE upon completion of the Contract, CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONTRACTOR keeps and maintains public records upon completion of the Contract, CONTRACTOR shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the VILLAGE, upon request from the VILLAGE's custodian of public records, in a format that is compatible with the information technology systems of the VILLAGE. IN WITNESS WHEREOF, the VILLAGE and CONTRACTOR hereto have made and executed this Contract as of the day and year first above written. CONTRACTOR-.,,' y BY: Print Name: John Ciabattari Title: Vice President VILLAG OF NORTH PALM BEACH BY: AAL DARRYL C. A Y, MAYOR ATTEST: BY: JE )'; `ICA GREEN, VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIENCY: //0-� BY: ..�C._ VILLAGE ATTORNEY Client#: 353923 FERRECONST A CORDTM CERTIFICATE O F LIABILITY INSURANCE DATE (MM/DDNWY) 9/16/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER Conner Strong & Buckelew 32 Old Slip, Suite 32B New York, NY 10005 CONTACT NAME: Korynne Williams PHONE 646-968-6295 FAX Ext): ,vc No): 646-843-3931 E-MAIL ADDRESS: kwilliams@connerstrong.cm INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Zurich American Insurance Company 16535 INSURED Ferreira Construction Co., Inc. dba Ferreira Construction Southern Division Co., Inc.; 13000 SE Flora Ave Hobe Sound, FL 33455 INSURER B: Endurance American Insurance Co. 10641 Liberty INSURER C : Y Insurance Underwriters Inc 19917 INSURER D: Colony Specialty Insurance Company 36927 INSURER E: Navigators Specialty Insurance Company 36056 INSURER F: COVERAGES CERTIFICATE NUMBER: 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 CONTRACTOR 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 LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD POLICY EXP MM/DD LIMITS A X COMMERCIAL GENERAL LIABILITY GLO019785403 7/01/2019 07/01/2020 EACH OCCURRENCE s2,000,000 CLAIMS -MADE � OCCUR PREMISES Ea occu ence $1,000,000 MED EXP (Any one person) $10,000 PERSONAL & ADV INJURY $2,000,000 L AGGREGATE LIMIT APPLIES PER: POLICY a JECOTFX LOC P'OTHER: GENERAL AGGREGATE $4,000,000 PRODUCTS - COMP/OP AGG $4,000,000 $ A AUTOMOBILE LIABILITY BAP019787303 7/01/2019 07/01/202 EO acct dentSINGLE LIMIT 2,000,000 BODILY INJURY (Per person) $ X ANY AUTO X OWNED SCHEDULED AUTOS ONLY AUTOS HIRES ONLY X NON -OWNED AUTOS ONLY BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident B UMBRELLA LIAB X OCCUR EXC30000705501 7/01/2019 07/0112020 EACH OCCURRENCE s'3,00.0,000 AGGREGATE $3 000 000 X EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? N / A WC019787403 7/01/2019 07/01/202 X PER OTH- E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 C Excess Liability 100030171702 7/01/2019 07/01/202 $5M Occ. / $5M Agg D Excess Liability AR6461134 7/01/2019 07/01/202 $5M Occ. / $5M Agg E Excess Liability NY19EXCZ02BJWIV 7/01/2019 07/01/202 $12M Occ. / $12M Agg DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Pepperwood Circle South and Anchorage Drive Culvert Repairs Project - Village of North Palm Beach Village of North Palm Beach, it officers, agents and employees are Additional Insured on a primary and non contributory basis on the above referenced Commercial General Liability and Automobile Liability Policies if required by written contract. Excess Liability policy follows form. A waiver of subrogation applies as required by written contract and permitted by law. IIa:Lei ,11=1V Village of North Palm Beach 501 U.S. Highway One North Palm Beach, FL 33408 ACORD 25 (2016/03) 1 of 1 #S2266191/M2235323 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE R1. VIZ ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD TMK This page has been left blank intentionally. CFN 20190343499 LJR BK 30896 PG 052 ® RECORDED 09/18/2019 19 09:58:48 Beach C:ount9 y Florida Document A312 TM _ n Do�Wk :CLEI,N. COMPTROLLER #AI20, .527 -- 547r (16p9s) Performance Bond Bond No. 47 -SUR -300088-01-0199 CONTRACTOR: SURETY: (Name, legal status and address) (Name, legal status and principal place Ferreira Construction Southern Division Co., Inc. of business) 13000 SE Flora Avenue Berkshire Hathaway Specialty Insurance Company Hobe Sound, FL 33455 1314 Douglas Street, Suite 1400 This document has important legal Omaha, NE 68102-1944 consequences. Consultation with OWNER: an attorney is encouraged with (Name, legal status and address) respect to its completion ormodification. Village of North Palm Beach 501 U.S. Highway One Any singular reference to North Palm Beach, FL 33408 Contractor, Surety, Owner or other party shall be considered CONSTRUCTION CONTRACT plural where applicable. Date: AIA Document A312-2010 combines two separate bonds, a Amount: One Hundred Twenty -Three Thousand Two Hundred Sixty -Three and Performance Bond and a 75/100 ($123,263.75) Payment Bond, into one form. Description: This is not a single combined (Name and location) Performance and Payment Bond. Pepperwood Circle South and Anchorage Drive Culvert Repair BOND Date: September 16, 2019 (Not earlier than Construction Contract Date) Amount: One Hundred Twenty -Three Thousand Two Hundred Sixty -Three and 75/100 ($123,263.75) Modifications to this Bond: 97 None ❑ See Section 16 gQNTRACTOR AS PRINCIPAL SURETY `orripanr: (Corporate Seal) Company: (Corporate Seal) F�S�relraConstrued So ern i o., nc. Berkshir way Specialty Insurance Company CSL Signature: Sign tore: ; Name Ct�x art V P Nam Theresa J. Foley a' and TWO rt` I ► x: and Ti Attorney -in -Fact s J (Araya ctional s gratc4res appear on the last page of this Performance Bond) M- • 1= ONLY Name, address and telephone) fr' I`FOR INFQRA16 '• ng t b'• ''- ''_ °fit N o BROKER. OWNER'S REPRESENTATIVE: �`� (Architect, Engineer or other party:) C° Ar�nicala Gi'obalL> LC X90 Norfh Broadw,ay Jericho' NY 11753 Init. AIA Document A312T"' — 2010. The American Institute of Architects. 061110 § 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. Init. AIA Document A3127m — 2010. The American Institute of Architects. § 7 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 Contract; .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 liquidated 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 If 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. Init. AIA Document A312TM — 2010. The American Institute of Architects. § 16 Modifications to this bond are as follows: 1 %2 [OWN� (Space is provided below for additional signatures of addedparties, other than those appearing on the cover page) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Signature: Name and Title: Address Signature: Name and Title: Address CAUTION: You should sign an original AIA Contract Document, on which this text appears In RED. An original assures that changes will not be obscured. Init. AIA Document A312TM — 2010. The American Institute of Architects. ACKNOWLEDGEMENT OF CONTRACTOR, IF A CORPORATION STATE OF FLORIDA CO U NTY 0 F MARTI N ON THE 1-7 DAY OF September 2019, BEFORE ME PERSONALLY CAME TO ME KWW, N, WHO BEING BY ME DULY SWORN, DID DEPOSE AND SAY THAT (S) E RESIDES Ali f(_llf1l lL , THAT (S)HE IS THE VlOeT OF _Ferreira Construction Southern Division Co., Inc. THE CORPORATION DESCRIBED IN AND WHICH EXECUTED THE ABOVE INSTRUMENT; AND THAT (S)HE SIGNED HIS/HER NAME THERETO BY ORDER OF THE BOARD OF DIRECTORS OF SAID CORPORATION. Cecilia Rose Hein NOTARY PUBLIC i STATE OF FLORIDA 4 Comm# GG343610 e sw Expires 6129/2023 Notary Public ACKNOWLEDGEMENT OF SURETY STATE OF NEW YORK COUNTY OF NASSAU ON THE 16th DAY OF September 2019 BEFORE ME PERSONALLY CAME Theresa J Foley TO ME KNOWN, WHO, BEING BY ME DULY SWORN, DID DESPOSE AND SAY THAT SHE IS THE ATTORNEY-IN- FACT OF Berkshire Hathaway Specialty Insurance Company THE CORPORATION DESCRIBED IN AND WHICH EXECUTED THE ABOVE INSTRUMENT; THAT HE KNOWS THE SEAL OF SAID CORPORATION; THAT ONE OF THE SEALS AFFIXED TO THE FOREGOING INSTRUMENT IS SUCH SEAL; THAT IT WAS SO AFFIXED BY ORDER OF THE BOARD OF DIRECTORS OF SAID CORPORATION; AND THATS HE SIGNED HER NAME THERETO BY LIKE ORDER. AAUAa --/ oi�kA Notary Public ANDREA E. GORBERT NOTARY PUBLIC, State of New York No. 01G06170063 Qualified in Suffolk County Commission Expires July 02, 2023 47 -SUR -300088-01-0199 Berkshire Hathaway Specialty Insurance Power Of Attorney BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY NATIONAL INDEMNITY COMPANY / NATIONAL LIABILITY & FIRE INSURANCE COMPANY Know all men by these presents, that BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY a corporation existing under and by virtue of the laws of the State of Nebraska and having an office at One Lincoln Street, 23rd Floor, Boston, Massachusetts 02111, NATIONAL INDEMNITY COMPANY, a corporation existing under and by virtue of the laws of the State of Nebraska and having an office at 3024 Harney Street, Omaha, Nebraska 68131 and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, a corporation existing under and by virtue of the laws of the State of Connecticut and having an office at 100 First Stamford Place, Stamford, Connecticut 06902 (hereinafter collectively the "Companies"), pursuant to and by the authority granted as set forth herein, do hereby name, constitute and appoint: Theresa J. Foley Andrea E Gorbert 390 North Broadway, of the city of Jericho State of New York their true and lawful attomey(s)-in-fact to make, execute, seal, acknowledge, and deliver, for and on their behalf as surety and as their act and deed, any and all undertakings, bonds, or other such writings obligatory in the nature thereof, in pursuance of these presents, the execution of which shall be as binding upon the Companies as if it has been duly signed and executed by their regularly elected officers In their own proper persons. This authority for the Attorney -in -Fact shall be limited to the execution of the attached bond(s) or other such writings obligatory in the nature thereof. In witness whereof, this Power of Attorney has been subscribed by an authorized officer of the Companies, and the corporate seals of the Companies have been affixed hereto this date of December 20, 2018. This Power of Attorney is made and executed pursuant to and by authority of the Bylaws, Resolutions of the Board of Directors, and other Authorizations of BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY, NATIONAL INDEMNITY COMPANY and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, which are in full force and effect, each reading as appears on the back page of this Power of Attorney, respectively. The following signature by an authorized officer of the Company may be a facsimile, which shall be deemed the equivalent of and constitute the written signature of such officer of the Company for all purposes regarding this Power of Attorney, including satisfaction of any signature requirements on any and all undertakings, bonds, or other such writings obligatory in the nature thereof, to which this Power of Attorney applies. BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY, By: David Fields, Executive Vice President jS?EC1R4tp'y SURETY i SEAL ac tiFBRAg�F ti NATIONAL INDEMNITY COMPANY, NATIONAL LIABILITY & FIRE INSURANCE COMPANY, By: David Fields, Vice President �pEMN�r FIRE I& 2:! SURETY" t SURETY n bt��r S %L ? j`i o° SEALam NOTARY State of Massachusetts, County of Suffolk, ss: On this 20th day of December, 2018, before me appeared David Fields, Executive Vice President of BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY and Vice President of NATIONAL INDEMNITY COMPANY and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, who being duly sworn, says that his capacity is as designated above for such Companies; that he knows the corporate seals of the Companies; that the seals affixed to the foregoing instrument are such corporate seals; that they were affixed by order of the board of directors or other governing body of said Companies pursuant to its Bylaws, Resolutions and other Authorizations, and that he signed said instrument in that capacity of said Companies. [Notary Seal] •+ %��� GEOFFERY A. DELISIO Notary Public Commonwealth of Massachusetts My Comm. Expires November 29, 2024 Notary Public I, Ralph Tortorella, the undersigned, Officer of BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY, NATIONAL INDEMNITY COMPANY and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies which is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, see hereunto affixed the seals of said Companies this September 16, 2019. , %?ECIA�ry pEMN/ yFlREiN .LS vkp Rri^ ¢v'f,r"JR�R4,-,- � .SSREAEILY � of?SUREfY°�3 �� SURETY m m SE.\L� SEAL oA qr�`,2 y\"p' t�6Ji`a�0 Officer bio * ��a ?� •... * w.+ t �ilYN *"jdJ BHSIC, NICO & NLF POA (2018) r, �Y` . •i4lh aii �p. v ` 4 :l• BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY (BYLAWS) ARTICLE V. CORPORATE ACTIONS EXECUTION OF DOCUMENTS: Section 6.(b) The President, any Vice President or the Secretary, shall have the power and authority: (1) To appoint Attorneys -in -fact, and to authorize them to execute on behalf of the Company bonds and other undertakings, and (2) To remove at any time any such Attorney-in-fact and revoke the authority given him. NATIONAL INDEMNITY COMPANY (BY-LAWS) Section 4. Officers. Agents, and Employees: A. The officers shall be a President, one or more Vice Presidents, a Secretary, one or more Assistant Secretaries, a Treasurer, and one or more Assistant Treasurers none of whom shall be required to be shareholders or Directors and each of whom shall be elected annually by the Board of Directors at each annual meeting to serve a term of office of one year or until a successor has been elected and qualified, may serve successive terms of office, may be removed from office at any time for or without cause by a vote of a majority of the Board of Directors, and shall have such powers and rights and be charged with such duties and obligations as usually are vested in and pertain to such office or as may be directed from time to time by the Board of Directors; and the Board of Directors or the officers may from time to time appoint, discharge, engage, or remove such agents and employees as may be appropriate, convenient, or necessary to the affairs and business of the corporation. NATIONAL INDEMNITY COMPANY (BOARD RESOLUTION ADOPTED AUGUST 6, 2014) RESOLVED, That the President, any Vice President or the Secretary, shall have the power and authority to (1) appoint Attorneys - in -fact, and to authorize them to execute on behalf of this Company bonds and other undertakings and (2) remove at any time any such Attorney-in-fact and revoke the authority given. NATIONAL LIABILITY & FIRE INSURANCE COMPANY (BY-LAWS) ARTICLE IV Officers Section 1. Officers, Agents and Employees: A. The officers shall be a president, one or more vice presidents, one or more assistant vice presidents, a secretary, one or more assistant secretaries, a treasurer, and one or more assistant treasurers, none of whom shall be required to be shareholders or directors, and each of whom shall be elected annually by the board of directors at each annual meeting to serve a term of office of one year or until a successor has been elected and qualified, may serve successive terms of office, may be removed from office at any time for or without cause by a vote of a majority of the board of directors. The president and secretary shall be different individuals. Election or appointment of an officer or agent shall not create contract rights. The officers of the Corporation shall have such powers and rights and be charged with such duties and obligations as usually are vested in and pertain to such office or as may be directed from time to time by the board of directors; and the board of directors or the officers may from time to time appoint, discharge, engage, or remove such agents and employees as may be appropriate, convenient, or necessary to the affairs and business of the Corporation. NATIONAL LIABILITY & FIRE INSURANCE COMPANY (BOARD RESOLUTION ADOPTED AUGUST 6, 2014) RESOLVED, That the President, any Vice President or the Secretary, shall have the power and authority to (1) appoint Attorneys - in -fact, and to authorize them to execute on behalf of this Company bonds and other undertakings and (2) remove at any time any such Attorney-in-fact and revoke the authority given. BHSIC, NICO & NLF POA (2018) BERKSHIRE HATHAWAY SPECIALTY INSURANCE C O M P A N Y 1314 Douglas Street, Suite 1400, Omaha, Nebraska 68102 ADMITTED ASSETS* LIABILITIES & SURPLUS* 12/31/2018 9/30/2018 12/31/2017 Total invested assets $ 4,313,185,189 $ 4,690,203,484 $ 4,516,104,907 Premium & agent balances (net) 301,849,144 311,427,850 297,141,264 All other assets 140,930,406 151,665,559 137,220,394 Total Admitted Assets $ 4,755,964,739 $ 5,153,296,893 $ 4,950,466,565 LIABILITIES & SURPLUS* * Assets, liabilities and surplus are presented on a Statutory Accounting Basis as promulgated by the NAIC and/or the laws of the company's domiciliary state. A.M. Best: A++ Rating Standard & Poor's: AA+ Rating 12/31/2018 9/30/2018 12/31/2017 Loss & loss exp. unpaid $ 463,103,223 $ 439,336,367 $ 327,823,391 Unearned premiums 241,835,588 236,336,863 209,113,536 All other liabilities 570,628,148 723,445,065 663,892,150 Total Liabilities 1,275,566,959 1,399,118,295 1,200,829,077 Total Policyholders' Surplus 3,480,397,780 3,754,178,598 3,749,637,488 Total Liabilities & Surplus $ 4,755,964,739 $ 5,153,296,893 $ 4,950,466,565 * Assets, liabilities and surplus are presented on a Statutory Accounting Basis as promulgated by the NAIC and/or the laws of the company's domiciliary state. A.M. Best: A++ Rating Standard & Poor's: AA+ Rating #4- AIA Document A312 TM -2010 Payment Bond Bond No. 47 -SUR -300088-01-0199 CONTRACTOR: SURETY: (Name, legal status and address) (Name, legal status and principal place Ferreira Construction Southern Division Co., Inc. of business) 13000 SE Flora Avenue Berkshire Hathaway Specialty Insurance Comydocument has important legal Hobe Sound, FL 33455 1314 Douglas Street, Suite 1400 consequences. Consultation with Omaha, NE 68102-1944 an attorney is encouraged with OWNER: respect to its completion or (Name, legal status and address) modification. Village of North Palm Beach 501 U.S. Highway One North Palm Beach, FL 33408 CONSTRUCTION CONTRACT Date: Amount: One Hundred Twenty -Three Thousand Two Hundred Sixty -Three and 75/100 ($123,263.75) Description: (Name and location) Pepperwood Circle South and Anchorage Drive Culvert Repair BOND Date: September 16, 2019 (Not earlier than Construction Contract Date) Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. AIA Document A312-2010 combines two separate bonds, a Performance Bond and a Payment Bond, into one form. This is not a single combined Performance and Payment Bond. Amount: One Hundred Twenty -Three Thousand Two Hundred Sixty -Three and 75/100 ($123,263.75) Modifications to this Bond: R) None ❑ See Section 18 CONTRACTOR AS PRINCIPAL SURETY Company, (Corporate Seal) Ferreira Constructio o ern Division , Inc. Company: (Corporate Seal) BCreHatay Specialty Insurance Name Qhs �� C1{-��(� Neresa J. Foleyand Title• �;, anorney-in-Fact (Any�a iytional sign rt res. appear on the last page of this Payment Bona) (F,OR INFORMATIbN'ONLY— Name, address and telephone) SCENT or BROOK OWNER'S REPRESENTATIVE: ,, �• ,,' �� �' ? `4 �a; : 'O (Architect, Engineer or other party:) 90 Norf �;�pata J"ericf q''N .0753 y -- -- ---AIA-Document A312TM — 2010. -The American Institute of Architects. Init. pant ; ','J •� ' 0 74. �a... �� T A �� 6 § 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 shall 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, liens 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. Init. AIA Document A312T1" — 2010. The American Institute of Architects. § 10 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 5.2, 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, shall be sufficient compliance as of the date received. § 14 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 Claimant; .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 last 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. Init. AIA Document A312Tm — 2010. The American Institute of Architects. § 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: NONE (Space is provided below for additional signatures of addedparties, other than those appearing on the cover page) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Signature: Name and Title: Address Signature: Name and Title: Address CAUTION: You should sign an original AIA Contract Document, on which this text appears in RED. An originat assures that changes will not be obscured. Init. AIA Document A312Tm — 2010. The American Institute of Architects. ACKNOWLEDGEMENT OF CONTRACTOR, IF A CORPORATION STATE OF FLORIDA COUNTY OF MARTIN ON THE Mth DAY OF September 2019, BEFORE ME PERSONALLY CAME TO ME KNOWN, WHO BEING BY ME DULY SWORN, DID DEPOSE A D S AT (S)H RESIDES AT ' � THAT (S)HE IS THE 1 OF Far eira Construction Southern Division Co., Inc. THE CORPORATION DESCRIBED IN AND WHICH EXECUTED THE ABOVE INSTRUMENT; AND THAT (S)HE SIGNED HIS/HER NAME THERETO BY ORDER OF THE BOARD OF DIRECTORS OF SAID CORPORATION. Cecilia Rose Hein NOTARY PUBLIC ESTATE OF FLORIDA Com" GG343610 Notary Public Expires 6/29/2023 ACKNOWLEDGEMENT OF SURETY STATE OF NEW YORK COUNTY OF NASSAU ON THE 16t" DAY OF September 2019 BEFORE ME PERSONALLY CAME Theresa J Foley TO ME KNOWN, WHO,'BEING BY ME DULY SWORN, DID DESPOSE AND SAY THAT SHE IS THE ATTORNEY-IN- FACT OF Berkshire Hathaway Specialty Insurance Company THE CORPORATION DESCRIBED IN AND WHICH EXECUTED THE ABOVE INSTRUMENT; THAT HE KNOWS THE SEAL OF SAID CORPORATION; THAT ONE OF THE SEALS AFFIXED TO THE FOREGOING INSTRUMENT IS SUCH SEAL; THAT IT WAS SO AFFIXED BY ORDER OF THE BOARD OF DIRECTORS OF SAID CORPORATION; AND THATS HE SIGNED HER NAME THERETO BY LIKE ORDER. Aka��o Notary Public ANDREA E. GORBERT NOTARY PUBLIC, State of New York No. 01G06170063 Qualified in Suffolk County Commission Expires July 02, 2023 kigBerkshire Hathaway Specialty Insurance Power Of Attorney BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY NATIONAL INDEMNITY COMPANY / NATIONAL LIABILITY & FIRE INSURANCE COMPANY 47 -SUR -300088-01-0199 Know all men by these presents, that BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY a corporation existing under and by virtue of the laws of the State of Nebraska and having an office at One Lincoln Street, 23rd Floor, Boston, Massachusetts 02111, NATIONAL INDEMNITY COMPANY, a corporation existing under and by virtue of the laws of the State of Nebraska and having an office at 3024 Harney Street, Omaha, Nebraska 68131 and NATIONAL LIABILITY & FIRE INSURANCE COMPANY a corporation existing under and by virtue of the laws of the State of Connecticut and having an office at 100 First Stamford Place, Stamford, Connecticut 06902 (hereinafter collectively the "Companies"), pursuant to and by the authority granted as set forth herein, do hereby name, constitute and appoint: Theresa J. Foley Andrea E Gorbert390 North Broadway, of the city of Jericho State of New York their true and lawful attomey(syin-fact to make, execute, seal, acknowledge, and deliver, for and on their behalf as surety and as their act and deed, any and all undertakings, bonds, or other such writings obligatory in the nature thereof, in pursuance of these presents, the execution of which shall be as binding upon the Companies as if it has been duly signed and executed by their regularly elected officers In their own proper persons. This authority for the Attorney -in -Fact shall be limited to the execution of the attached bond(s) or other such writings obligatory in the nature thereof. In witness whereof, this Power of Attorney has been subscribed by an authorized officer of the Companies, and the corporate seals of the Companies have been affixed hereto this date of December 20, 2018. This Power of Attorney is made and executed pursuant to and by authority of the Bylaws, Resolutions of the Board of Directors, and other Authorizations of BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY, NATIONAL INDEMNITY COMPANY and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, which are in full force and effect, each reading as appears on the back page of this Power of Attorney, respectively. The following signature by an authorized officer of the Company may be a facsimile, which shall be deemed the equivalent of and constitute the written signature of such officer of the Company for all purposes regarding this Power of Attorney, including satisfaction of any signature requirements on any and all undertakings, bonds, or other such writings obligatory in the nature thereof, to which this Power of Attorney applies. BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY, By: David Fields, Executive Vice President IS?EGA(>/• aPoq 'y SURETY SEAL F * Ada NATIONAL INDEMNITY COMPANY, NATIONAL LIABILITY & FIRE INSURANCE COMPANY, By: David Fields, Vice President �pEMNIr FIRE //V. . vlLORl^4 �y o4POR,r�� G 2�=SURETY° � < SLRETY o SEAL a 0 SEAL rb;j; ' hw; -1b NOTARY State of Massachusetts, County of Suffolk, ss: On this 20th day of December, 2018, before me appeared David Fields, Executive Vice President of BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY and Vice President of NATIONAL INDEMNITY COMPANY and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, who being duly sworn, says that his capacity is as designated above for such Companies; that he knows the corporate seals of the Companies; that the seals affixed to the foregoing instrument are such corporate seals; that they were affixed by order of the board of directors or other governing body of said Companies pursuant to its Bylaws, Resolutions and other Authorizations, and that he signed said instrument in that capacity of said Companies. [Notary Seal] _ GEOFFERY A. DELISIO Notary Public Commonwealth of Massachusetts My Comm. Expires November 29, 2024 ,d* -IdAwy Notary Public I, Ralph Tortorella, the undersigned, Officer of BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY, NATIONAL INDEMNITY COMPANY and NATIONAL LIABILITY & FIRE INSURANCE COMPANY, do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies which is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, see hereunto affixed the seals of said Companies this September 16, 2019. FIRE /,ys SSUEii 16' al�5$EA[`I� St SS�EyiLY 'm - •9RASat� r6+(i�YwA�.��a�0/Y'� Officer ECt�GJ~a'1'� BHSIC, NICO & NLF POA (2018) 14 ��9PEGAfTp� �pEMN�l y BERKSHIRE HATHAWAY SPECIALTY INSURANCE COMPANY (BYLAWS) ARTICLE V. CORPORATE ACTIONS EXECUTION OF DOCUMENTS: Section 6.(b) The President, any Vice President or the Secretary, shall have the power and authority: (1) To appoint Attorneys -in -fact, and to authorize them to execute on behalf of the Company bonds and other undertakings, and (2) To remove at anytime any such Attorney-in-fact and revoke the authority given him. NATIONAL INDEMNITY COMPANY (BY-LAWS) Section 4. Officers, Agents, and Employees: A. The officers shall be a President, one or more Vice Presidents, a Secretary, one or more Assistant Secretaries, a Treasurer, and one or more Assistant Treasurers none of whom shall be required to be shareholders or Directors and each of whom shall be elected annually by the Board of Directors at each annual meeting to serve a term of office of one year or until a successor has been elected and qualified, may serve successive terms of office, may be removed from office at any time for or without cause by a vote of a majority of the Board of Directors, and shall have such powers and rights and be charged with such duties and.obligations as usually are vested in and pertain to such office or as may be directed from time to time by the Board of Directors; and the Board of Directors or the officers may from time to time appoint, discharge, engage, or remove such agents and employees as may be appropriate, convenient, or necessary to the affairs and business of the corporation. NATIONAL INDEMNITY COMPANY (BOARD RESOLUTION ADOPTED AUGUST 6, 2014) RESOLVED, That the President, any Vice President or the Secretary, shall have the power and authority to (1) appoint Attorneys - in -fact, and to authorize them to execute on behalf of this Company bonds and other undertakings and (2) remove at any time any such Attorney-in-fact and revoke the authority given. NATIONAL LIABILITY & FIRE INSURANCE COMPANY (BY-LAWS) ARTICLE IV Officers Section 1. Officers. Agents and Employees: A. The officers shall be a president, one or more vice presidents, one or more assistant vice presidents, a secretary, one or more assistant secretaries, a treasurer, and one or more assistant treasurers, none of whom shall be required to be shareholders or directors, and each of whom shall be elected annually by the board of directors at each annual meeting to serve a term of office of one year or until a successor has been elected and qualified, may serve successive terms of office, may be removed from office at any time for or without cause by a vote of a majority of the board of directors. The president and secretary shall be different individuals. Election or appointment of an officer or agent shall not create contract rights. The officers of the Corporation shall have such powers and rights and be charged with such duties and obligations as usually are vested in and pertain to such office or as may be directed from time to time by the board of directors; and the board of directors or the officers may from time to time appoint, discharge, engage, or remove such agents and employees as may be appropriate, convenient, or necessary to the affairs and business of the Corporation. NATIONAL LIABILITY & FIRE INSURANCE COMPANY (BOARD RESOLUTION ADOPTED AUGUST 6, 2014) RESOLVED, That the President, any Vice President or the Secretary, shall have the power and authority to (1) appoint Attorneys - in -fact, and to authorize them to execute on behalf of this Company bonds and other undertakings and (2) remove at any time any such Attorney-in-fact and revoke the authority given. BHSIC, NICO & NLF POA (2018) BERKSHIRE HATHAWAY SPECIALTY INSURANCE C O M P A N Y 1314 Douglas Street, Suite 1400, Omaha, Nebraska 68102 ADMITTED ASSETS* LIABILITIES & SURPLUS* 12/31/2018 9/30/2018 12/31/2017 Total invested assets $ 4,313,185,189 $ 4,690,203,484 $ 4,516,104,907 Premium & agent balances (net) 301,849,144 311,427,850 297,141,264 All other assets 140,930,406 151,665,559 137,220,394 Total Admitted Assets $ 4,755,964,739 $ 5,153,296,893 $ 4,950,466,565 LIABILITIES & SURPLUS* * Assets, liabilities and surplus are presented on a Statutory Accounting Basis as promulgated by the NAIC and/or the laws of the company's domiciliary state. A.M. Best: A++ Rating Standard & Poor's: AA+ Rating ,ti'"`.` •� �N� STATE OF FLORIDA . PALM BEACH COUNTY I hereby certify that the foregoing is a U. true copy of the record in my office with p redactions, if a as required by law. n THIS 'r OF f ' SHARON R. BOCK �'0 CLERK & COMPTROLLER r By D PUTY CLERK 12/31/2018 9/30/2018 12/31/2017 Loss & loss exp. unpaid $ 463,103,223 $ 439,336,367 $ 327,823,391 Unearned premiums 241,835,588 236,336,863 209,113,536 All other liabilities 570,628,148 723,445,065 663,892,150 Total Liabilities 1,275,566,959 1,399,118,295 1,200,829,077 Total Policyholders' Surplus 3,480,397,780 3,754,178,598 3,749,637,488 Total Liabilities & Surplus $ 4,755,964,739 $ 5,153,296,893 $ 4,950,466,565 * Assets, liabilities and surplus are presented on a Statutory Accounting Basis as promulgated by the NAIC and/or the laws of the company's domiciliary state. A.M. Best: A++ Rating Standard & Poor's: AA+ Rating ,ti'"`.` •� �N� STATE OF FLORIDA . PALM BEACH COUNTY I hereby certify that the foregoing is a U. true copy of the record in my office with p redactions, if a as required by law. n THIS 'r OF f ' SHARON R. BOCK �'0 CLERK & COMPTROLLER r By D PUTY CLERK