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Agreement with Diamond Contractors, LLC for Settlers Village Square Phase 2 Tennis Courts ConstructionAGREEMENT FOR INDEPENDENT CONTRACTOR SERVICES (SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION) PROJECT # 10120.2 THIS AGREEMENT FOR INDEPENDENT CONTRACTOR SERVICES is made this 16'" day of July, 2013, and entered into by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho, hereinafter referred to as "CITY", 33 East Broadway Avenue, Meridian, Idaho 83642, and Diamond Contractors, LLC, hereinafter referred to as "CONTRACTOR", whose business address is.P O Box 26518, Eagle, ID 83616 and whose Public Works Contractor License # is C -16433-A-1,2. INTRODUCTION Whereas, the City has a need for services involving SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION; and WHEREAS, the Contractor is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Work: 1.1 CONTRACTOR shall perform and furnish to the City upon execution of this Agreement and receipt of the City's written notice to proceed, all services and work, and comply in all respects, as specified in the document titled "Scope of Work" a copy of which is attached hereto as Attachment "A" and incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents, drawings and written work product prepared or produced by the Contractor under this Agreement, including without limitation electronic data files, are the property of the Contractor; provided, however, the City shall have the right to reproduce, publish and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Contractor may copyright the same, except that, as to any work which is copyrighted by the Contractor, the City reserves a royalty -free, non-exclusive, and irrevocable license to reproduce, publish and use such work, or any part thereof, and to authorize others to do so. 1.3 The Contractor shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations and resolutions. The Contractor SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page i of 10 Project 10120.2 represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are used in performance of this Agreement and that are in effect at the time of performance of this Agreement. Except for that representation and any representations made or contained in any proposal submitted by the Contractor and any reports or opinions prepared or issued as part of the work performed by the Contractor under this Agreement, Contractor makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the Contractor at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The Contractor shall be compensated on a Not -To -Exceed basis as provided in Attachment B "Payment Schedule" attached hereto and by reference made a part hereof for the Nat -To -Exceed amount of $770,499.00. 2.2 The Contractor shall provide the City with a monthly statement, as the work warrants, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to Contractor under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of Contractor. 2.3 Except as expressly provided in this Agreement, Contractor shall not be entitled to receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, Contractor shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. 3. Term: 3.1 This agreement shall become effective upon execution by both parties, and shall expire upon (a) completion of the agreed upon work, (b) September 30, 2013 or (c) unless sooner terminated as provided below or unless some other method or time of termination is listed in Attachment A. 3.2 Should Contractor default in the performance of this Agreement or materially breach any of its provisions, City, at City's option, may terminate this Agreement by giving written notification to Contractor. SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 2 of 10 Project 10120.2 3.3 Should City fail to pay Contractor all or any part of the compensation set forth in Attachment B of this Agreement on the date due, Contractor, at the Contractor's option, may terminate this Agreement if the failure is not remedied by the City within thirty (30) days from the date payment is due. 3.4 TIME FOR EXECUTING CONTRACT AND LIQUIDATED DAMAGES Upon receipt of a Notice to Proceed, the Contractor shall have 140 (one hundred forty) calendar days to complete the work as described herein. Contractor shall be liable to the City for any delay beyond this time period in the amount of five hundred dollars ($500.00) per calendar day. Such payment shall be construed to be liquidated damages by the Contractor in lieu of any claim or damage because of such delay and not be construed as a penalty. 4. Termination: 4.1 If, through any cause, CONTRACTOR, its officers, employees, or agents fails to fulfill in a timely and proper manner its obligations under this Agreement, violates any of the covenants, agreements, or stipulations of this Agreement, falsifies any record or document required to be prepared under this agreement, engages in fraud, dishonesty, or any other act of misconduct in the performance of this contract, or if the City Council determines that termination of this Agreement is in the best interest of CITY, the CITY shall thereupon have the right to terminate this Agreement by giving written notice to CONTRACTOR of such termination and specifying the effective date thereof at least fifteen (15) days before the effective date of such termination. CONTRACTOR may terminate this agreement at any time by giving at least sixty (60) days notice to CITY. 4.2 In the event of any termination of this Agreement, all finished or unfinished documents, data, and reports prepared by CONTRACTOR under this Agreement shall, at the option of the CITY, become its property, and CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. 4.3 Notwithstanding the above, CONTRACTOR shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by CONTRACTOR, and the CITY may withhold any payments to CONTRACTOR for the purposes of set-off until such time as the exact amount of damages due the CITY from CONTRACTOR is determined. This provision shall survive the termination of this agreement and shall not relieve CONTRACTOR of its liability to the CITY for damages. 5. Independent Contractor: 5.1 In all matters pertaining to this agreement, CONTRACTOR shall be acting as an independent contractor, and neither CONTRACTOR nor any officer, employee SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 3 of 10 Project 10120.2 or agent of CONTRACTOR will be deemed an employee of CITY. Except as expressly provided in Attachment A, Contractor has no authority or responsibility to exercise any rights or power vested in the City and therefore has no authority to bind or incur any obligation on behalf of the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 5.2 Contractor, its agents, officers, and employees are and at all times during the term of this Agreement shall represent and conduct themselves as independent contractors and not as employees of the City. 5.3 Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction and supervision and control of the Contractor. 6. Indemnification and Insurance: 6.1 CONTRACTOR shall indemnify and save and hold harmless CITY from and for any and all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation costs and attorney's fees, arising out of, resulting from, or in connection with the performance of this Agreement by the CONTRACTOR, its servants, agents, officers, employees, guests, and business invitees, and not caused by or arising out of the tortious conduct of CITY or its employees. CONTRACTOR shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in which the CITY shall be named an additional insured in the minimum amounts as follow: General Liability One Million Dollars ($1,000,000) per incident or occurrence, Automobile Liability Insurance One Million Dollars ($1,000,000) per incident or occurrence and Workers' Compensation Insurance, in the statutory limits as required by law.. The limits of insurance shall not be deemed a limitation of the covenants to indemnify and save and hold harmless CITY; and if CITY becomes liable for an amount in excess of the insurance limits, herein provided, CONTRACTOR covenants and agrees to indemnify and save and hold harmless CITY from and for all such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the performance of this Agreement by the Contractor or Contractor's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use of. CONTRACTOR shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing CONTRACTOR'S compliance with the requirements of this paragraph and file such proof of insurance with the SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 4 of 10 Project 10120.2 CITY at least ten (10) days prior to the date Contractor begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, CONTRACTOR shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642, 6.2 Any deductibles, self-insured retention, or named insureds must be declared in writing and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles, self-insured retentions or named insureds; or the Contractor shall provide a bond, cash or letter of credit guaranteeing payment of losses and related investigations, claim administration and defense expenses. 6.3 To the extent of the indemnity in this contract, Contractor's Insurance coverage shall be primary insurance regarding the City's elected officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City or the City's elected officers, officials, employees and volunteers shall be excess of the Contractor's insurance and shall not contribute with Contractor's insurance except as to the extent of City's negligence. 6.4 The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 6.5 All insurance coverages for subcontractors shall be subject to all of the insurance and indemnity requirements stated herein. 6.6 The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's agents, representatives, employees or subcontractors. 7. Bonds: Payment and Performance Bonds are required on all Public Worcs Improvement Projects per the ISPWC and the City of Meridian Supplemental Specifications & Drawings to the ISPWC, which by this reference are made a part hereof. 8. Warranty: All construction and equipment provided under this agreement shall be warranted for 2 years from the date of the City of Meridian acceptance per the ISPWC and the Meridian Supplemental Specifications & Drawings to the ISPWC and any modifications, which by this reference are made a part hereof. 9. Notices: Any and all notices required to be given by either of the parties hereto, unless otherwise stated in this agreement, shall be in writing and be deemed communicated when mailed in the United States mail, certified, return receipt requested, addressed as follows: SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 5 of 10 Project 10120.2 CITY CONTRACTOR City of Meridian Diamond Contractors, LLC Purchasing Manager Attn: Jeff Arant 33 E Broadway Ave P O Box 2658 Meridian, ID 83642 Eagle, ID 83616 208-888-4433 Phone: 208-898-4330 Email: iarant@d iamondcontractors. net Idaho Public Works License #C -16433-A-1,2 Either party may change their address for the purpose of this paragraph by giving written notice of such change to the other in the manner herein provided. 10. Attorney Fees: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as may be granted, to court costs and reasonable attorneys` fees as determined by a Court of competent jurisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. 11. Time is of the Essence: The parties hereto acknowledge and agree that time is strictly of the essence with respect to each and every term, condition and provision hereof, and that the failure to timely perform any of the obligations hereunder shall constitute a breach of, and a default under, this Agreement by the party so failing to perform. 12. Assignment: It is expressly agreed and understood by the parties hereto, that CONTRACTOR shall not have the right to assign, transfer, hypothecate or sell any of its rights under this Agreement except upon the prior express written consent of CITY. 13. Discrimination Prohibited: In performing the Work required herein, CONTRACTOR shall not unlawfully discriminate in violation of any federal, state or local law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 14. Reports and information: 14.1 At such times and in such forms as the CITY may require, there shall be furnished to the CITY such statements, records, reports, data and information as the CITY may request pertaining to matters covered by this Agreement. 14.2 Contractor shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 6 of 10 Project 10120.2 representation including letters, words, pictures, sounds or symbols or any combination thereof. 15. Audits and Inspections: At any time during normal business hours and as often as the CITY may deem necessary, there shall be made available to the CITY for examination all of CONTRACTOR'S records with respect to all matters covered by this Agreement. CONTRACTOR shall permit the CITY to audit, examine, and make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. 16. Publication, Reproduction and Use of Material: No material produced in whole or in part under this Agreement shall be subject to copyright in the United States or in any other country. The CITY shall have unrestricted authority to publish, disclose and otherwise use, in whole or in part, any reports, data or other materials prepared under this Agreement. 17. Compliance with Laws: In performing the scope of work required hereunder, CONTRACTOR shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 18. Changes: The CITY may, from time to time, request changes in the Scope of Work to be performed hereunder. Such changes, including any increase or decrease in the amount of CONTRACTOR'S compensation, which are mutually agreed upon by and between the CITY and CONTRACTOR, shall be incorporated in written amendments which shall be executed with the same formalities as this Agreement. 19. Construction and Severability: If any part of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. 20. Waiver of Default: Waiver of default by either party to this Agreement shall not be deemed to be waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach, and shall not be construed to be a modification of the terms of this Agreement unless this Agreement is modified as provided above. 21. Advice of Attorney: Each party warrants and represents that in executing this Agreement. It has received independent legal advice from its attorney's or the opportunity to seek such advice. 22. Entire Agreement: This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral of written, whether previous to the execution hereof or contemporaneous herewith. 23. Order of Precedence: The order or precedence shall be the contract agreement, the Invitation for Bid document, then the winning bidders submitted bid document. SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 7 of 10 Project 10120.2 24. Public Records Act: Pursuant to Idaho Code Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection and copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption. The CITY will not accept the marking of an entire document as exempt. In addition, the CITY will not accept a legend or statement on one (1) page that all, or substantially all, of the document is exempt from disclosure. The Contractor shall indemnify and defend the CITY against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as exempt any document or portion of a document that is released by the CITY shall constitute a complete waiver of any and all claims for damages caused by any such release. 25. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Idaho, and the ordinances of the City of Meridian. 26. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDIAN BY: TAMMY de RD, MAYOR Dated: 7— 14 - 1 3 DIAMOND CONTRACTORS, LLC BY: 4kc—`� JEF ANT, Manager Dated: l Approved by Council: D -C) 4U�p'Ct^.D AUCUSA Attest: o� L. 6PLMA9,CITY CLE Q (' 'tyof AVL EI DIANI; Purchasing Appr v I `��, SEAL PA,t/he TAE pS�Q,O BY: KEIT TTS, Purchasing Manager Dated:: nt Approv9I BY: STEVEtSIDID Dated:: 7I Director SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 8 of 10 Project 10120.2 Attachment A SCOPE OF WORK REFER TO INVITATION TO BID PKS-13-10120,2 ALL ADDENDUMS, ATTACHMENTS, AND EXHIBITS included in the Invitation to Bid Package # PKS-13-10120.2, are by this reference made a part hereof. SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 9 of 10 Project 10120.2 Attachment B MILESTONE 1 PAYMENT SCHEDULE A. Total and complete compensation for this Agreement shall not exceed $770,499.00. MILESTONE DATES/SCHEDULE Milestone 1 I Final Completion 1 140 (one hundred forty) days PRICING SCHEDULE Contract includes furnishing all labor, materials, equipment, and incidentals as required for the SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION per IFB PKS-13-10120.2 Total Base Bid ........... $664,899.00 Bid Alternate 1 (U-10 Tennis Courts) ........... $ 60,000.00 Bid Alternate 3 (Fabric Shade Sails) ...........$ 27,600.00 Bid Alternate 4 (Stadium Court Bleachers) ...........$ 18,000.00 CONTRACT TOTAL ....................... $770,499.0¢ Travel expenses, if applicable, will be paid at no more than the City of Meridian's Travel and Expense Reimbursement Policy. SETTLERS VILLAGE SQUARE PHASE 2 - TENNIS COURTS - CONSTRUCTION page 10 of 10 Project 10120.2 4Il"1 l t lvt I LJliV17 ACORDTL, CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) 7/0212013 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLYAND 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(ies) must 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONT GT NAME; Michelle Squires Moreton & Company - Idaho PHaNE 208 321-9300 FAX 208-321-0101 Ei1 ` "�c` NO P.O. Box 191030 MAILIL EM - Boise, ID 83719 ADDRESS: 208 321-9300 INSURER(S) AFFORDING COVERAGE NAIL N INSURERA: Ohio Casualty Insurance Company. INSURED INSURER B: Idaho State Insurance Fund Diamond Contractors, LLC PO Bax 2658 INSURER C — INSURER D : Eagle, ID 83516 .$15,000 $1,000,000 INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: RFVISInld NI IIIIIRFR• THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTRR TYPE OF INSURANCEADDL SUB POLICY EFF POLICY EXP _ INSR WVD _ POLICY NUMBER _�- (MMIDDIYYYY 1MMlI?pNYYY LIMITS A GENERAL LIABILITY X BKS5502414$ 2/19/2013 02/19/201 EACH��O,CCURRENCE $1,000,000 X COMMERCIAL GENERAL LIAR€CITY CLAIMS -MADE I Al OCCUR PREMISESa ou ence $j'0()0'000 MED EXP (Any one parson) X PD Ded:250 PERSONAL & ADV INJURY .$15,000 $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- JECT_LO PRODUCTS - COMP/OP AGG $ 2,000,000 _ '— $ A AUTOMOBILE X LIABILITY ANY AUTO BASS5024148 2/19/2013 02/19/2014AEa,accident! COMBINED SINGLE LIMIT $1,0.00,000 BOtIILY INJURY (Per person) $ X ALL OWNED SCHEDULED AUTOS AUTOS HIRED AUTOS X AUTOSNON-OWNED AUTOS BODILY INJURY Per accident ( ) $ PROPERTY DAMAGE Per accident _ $ A UMBRELLA LIAB X OCCUR 08056024148 2/1912013 02/191209 EACH OCCURRENCE $1,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $1,000,000 DEQ X RETENTION $10000 $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE OFFICERrMEMBER EXCLUDED? NIA 600778 4/01/2013 04/01/201 WC STATU 011 - X T ILYRO MITS ER E.L. EACH ACCIDENT ........__ $100 OOO _... tL. DISEASE - EA EMPLOYFE ._.._ $100,000 Mandatory In If yes, describe under er DISEASE- POLICY LIMIT $500,000 DESCRIPTION OF OPERATIONS blowE.L DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (Attach ACORD 101, Addil€oral Remarks Schedule, if more space Is required) Re: Settlers Village Square Phase 2 -Tennis Courts -Construction City of Meridian is included as additional insured as required per written contract IKinA111 —■IL■Jr City of Meridian SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 33 East BroadwayAve., Ste. 106 ACCORDANCE WITH THE POLICY PROVISIONS. Meridian, ID 83642 AUTHORIZED REPRESENTATIVE © 9988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) 1 of 1 The ACORD name and logo are registered marks of ACORD #S5264571M490836 ELISC Bond Na. IDC44411 Document A312 TM -2010 Conforms with The American Institute of Architects AIA Document 312 Performance Bond CONTRACTOR: (Nance, legal status and address) Diamond Contractors, LLC. PO Box 2658 Eagle ID 83616 OWNER: (Nairn, legal status and address) City of Meridian 33 East Broadway Avenue, Ste 106 Meridian ID 83642 CONSTRUCTION CONTRACT Date: Amount: $ 770,499.00 SURETY: (Name, legal status and principal place of hrrsiness) Merchants Bonding Company (Mutual) 2100 Fleur Drive This document has Important legal Des Moines IA 50321-1158 consequences. Consuitationwith Mailing Address for Notices 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. Seven Hundred Seventy Thousand Four Hundred Ninety Nine Dollars and 00/100 Description: (Vance and location) Settlers Village Square Phase 2 - Tennis Courts - Construction BOND Date: July 2, 2013 (Not earlier than Construction Contract Date) Amount: $770,499.00 Seven Hundred Seventy Thousand Four Hundred Ninety Nine Dollars and 00/100 Wdifications to this Bond:kQ Norio E] Sec Section 16 CONTRACTOR AS PRINCIPAL SURETY Coinpany: (Corporate Seal) Company: (Co)porate Seal) Diamond Contrac:ors, LLC, Merchants Bonding Company (Mutual) Signature: I t� Name' [�c�„�rU,•�`�N Name Eli th Schneider and Titie: and Title: At ey-in-Fact (ring additional signatures appear on the last page of this Fmformance Borui) (FOR IrVF0R11✓L4TI0fV ONLY — Nance, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: Moreton & Company (irchitecf, Engineer or other party.) 12639 West Explorer Dr., Suite 200 Boise ID 83713 208-321-9300 8-1852/AS 8110 § 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 live (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 Elie 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 quati fied 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 Owners 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 perforin 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 lite Owner, citing tine 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 alter receipt of an additional written notice from the Owner to the Surety demanding that the Surety perforin its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owaer. 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. S-1852/AS 8/10 § 7 If the Surety elects to act under Section 5, I, 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 5:1, 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 tarsi, If the provisions of this Paragraph are void or prohibited by law, (lie minimum period of limitation available to sureties as a defense in the jurisdiction of Ilse 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 tris 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 firrnished, the intent is (bat this Bond shalt 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 behalfof 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 (he 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 (his Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. S-1852lAS 8110 § 96 Modifications in (his bond are as follows. (Space is provided below for additional signatures of added parlies, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL. SURETY Company: (Corporate Seal) Company: Signature: Signature: Name and Title: Name and Ti_tle: Address Address S-1852/AS 8114 (Co)porate Seal) Bond No. IDC44411 Payment Bond Document A312 TM -2010 Conforms with The American Institute of Architects AIA Document 312 CONTRACTOR: SURETY: Name, legal status and address) (Name, legal staters and principal place of business) Diamond Contractors, LLC. Merchants Bonding Company (Mutual) PO Box 2658 2100 Fleur Drive Des Moines IA 50321-1156 Eagle ID 83616 Mailing Address for Notices OWNER: ('aurae, legal status and address) City of Meridian 33 East Broadway Avenue, Ste 106 Meridian ID 83642 CONSTRUCTION CONTRACT Date: Amount: $770,499.00 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 he considered plural where applicable. Seven Hundred Seventy Thousand Four Hundred Ninety Nine Dollars and 001100 Description: (Nance and location) Settlers Village Square Phase 2 - Tennis Courts - Construction BOND Trate; July 2, 2013 (Not earlier than Construction Contract Date) Amount: $ 770,499.00 Seven Hundred Seventy Thousand Four Hundred Ninety Nine Dollars and 001100 Modifications to this Bend:x❑ none ❑ See Section 18 CONTRACTOR A$ PRINCIPAL SURETY company: (Corporate Seal) Company: (Corporate Seal) DiarnwidC n ractors, LLC. Merchants Bonding Company (Mutual) Signature. f� Signature:r . i IUUI 1 Namny� '� [``� ���ti� Name El'z6b5elh Schneider and Title: and Titre: Add (Any additional signatures appear on lite last page of this Payment Bond.) (FOR IXF0JZXL4 TIOAr ONLY — Xame, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: Moreton & Company (Architect, Engineer orotherparty:) 12639 West Explorer Dr., Suite 200 Boise ID 83713 208-321-9300 S-2149/AS 8/10 § 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 Contrac(, which is incorporated herein by reference, subject to the following terms. § 2 If (he 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 tinder 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: § 6.1 Claimants, who do not have a direct contract with the Contractor, .1 have famished a written notice ofnon-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 (40) days after having last performed labor or last furnished materials or equipment included in die Claim; and .2 have sent a Claim to the Surety (at the address described in Section 13). § 5.2 Claimants, who arc 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-paynrent 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 dccmcd 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, (he 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. § A 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. , 8-2149IAS 8110 § 10 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that arc unrelated to the Construction Contract. The Owner shaft 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 herefsom 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 Dond or shall permit a copy to be made. 16 Definitions 16.1 C laim. 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; .6 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 Claire; .T the total amount ofprevious 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 famish 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 trade to the agreement and the Contract Documents. S-21491AS 8110 § 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: (Cot porate Seal) Company: (Corpol ale seal) Signature: Signature: Name and Title: Name and Title: Address Address S-2149/AS 8170 MERCHANTS BONDING COMPANY. POWER OF ATTORNEY Know All Persons By These Presents, that MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC., both being corporations duty organized under the laws of the State of Iowa (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint, individually, Kim Ward, Tina Coleman, Colleen Thotnpson, Elizabeth Schneider of Boise and State of Idaho their true and lawful Attorney -in -Fact, with full power and authority hereby conferred in their name, place and stead, to sign, execute, acknowledge and deliver in their behalf as surety any and all bonds, undertakings, recognizances or other written obligations in the nature thereof, subject to the limitation that any such instrument shall not exceed the amount oL TWO MILLION (S2,000,000.00) DOLLARS and to bind the Companies thereby as fully and to the same extent as if such bond or undertaking was signed by the duly authorized officers of the Companies, and all the acts of said A€lofney-in-Fact, pursuant to the authority herein given, are hereby ratified and confirmed. This Power -of -Attorney is made and executed pursuant to and by authority of the following By -Laws adopted by the Board of Directors of the Merchants Bonding Company (Mutual) on April 23, 2011 and adopted by the Board of Directors of Merchants National Bonding, Inc., on October 24, 2011. "The President, Secretary, Treasurer, or any Assistant Treasurer or any Assistant Secretary or any Vice President shalt have power and authority to appoint Attorneys -in -Fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, recognizances, contracts of indemnity and other writings obligatory in the nature thereof, The signature of any authorized officer and [he seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company, and such signature and seal when so used shall have the same force and effect as though manually fixed." In Witness Whereof, the Companies have caused this instrument to be signed and sealed this 29th day of March , 2012 . STATE OF IOWA COUNTY OF POL.K ss. as+��eo 1933 MERCHANTS BONDING COMPANY (MUTUAL) MERCHANTS NATIONAL BONDING. INC - By 77;��!_ President On this 29th day of March , 2012 , before me appeared Larry Taylor, to me personally known, who being by me duly sworn did say that he is President of the MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC.-. and that the seals affixed to the foregoing instrument is the Corporate Seals of the Companies; and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. In Testimony Whereof, I have hereunto set my hand and affixed my Official Seal at the City of Des Moines, Iowa, the day and year first above written. •�YR� r? MARAN®A GREET 1lALT ! ;° � Commission Number 770312 My Commission Expires awr October 28, 2014 Notary Public, Polk County, Iowa STATE OF IOWA COUNTY OF POLI{ ss. I, William Warner, Jr., Secretary of the MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC., 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 still in full force and effect and has not been amended or revoked. In Witness Whereof, 1 have hereunto set my hand and affixed the seal of the Companies on this 1 day of u`ap� of d l0id,4L''., ` �\, iG c0� ��1PO�gr•y`, a�oO<)RpO��q�d f�f� CD 1933 =o Secretary 2utii3 '.C) -t, POA 0014 (11 /11) Untitled Page Login Publir, Contractor Search PERMITS LICENSE PUBLIC WORKS VIOLATIONS ELEVATORS Page I of I fe Public Works Search Search Again Download Results Printable View Company Name License Number Work Category(s) License Type License Class Status 1 Diamond Contractors, LLC PWC -C-16433 00001,00002 1,2 A ACTIVE I Page: 1 of 1 Details - License Number: PWC -C-16433 Lic Info Bus Lic 'Fees 150 00 T�egistration#: PWC -0-16433 Issue: 3/4/2013 Expire: 2/2812014 Type: PUBLIC WORKS Sub -Type; A Status; ACTIVE Conip/Narne: Diamond Contractors, LLC Addre,ssl: PO Box 2658 City, State, Zip: EAGLE, ID 83616 Phone: (208) 898-4330 Cell; (208) 841-9670 Pager; Fax: (208) 898-4331 Owner Name: Home I CONTACT US IJ i vSY8PFMS https:Hdata.dbs.idaho.gov/etrakit2/ldaho—PublieWorksSearchRslts.aspx 6/27/2013 IDSOS Viewing Business Entity Page 1 of 1 ,T Irl' IDAHO SECRETARY OF STATE Viewing Business Entry �4�-t ` 08 t Ben Ysursa, Secretary of State [ New Search ] [ Back to Summary ] [ Get a certificate of existence for DIAMOND CONTRACTORS LLC. ] DIAMOND CONTRACTORS U -C. PO BOX 2658 EAGLE, ID 83616 9998 Type of Business: LIMITED LIABILITY COMPANY Status: EXISTING, ANREPT SENT 02 Nov 2012 State of Origin: IDAHO Date of 23 .Ian 2006 Origination/Authorization: Current Registered Agent: JEFF ARANT 9660 N BROADWOOD LN EAGLE, ID 83616 File Number: W46677 Date of Last Annual Report: 30 Nov 2012 Original F ling - Filed 23 ]an 2006 ARTICLES OF ORGANIZATION Annual Reports: Report for year 2013 ANNUAL REPORT Report for year 2012 ANNUAL REPORT Report for year 2011 ANNUAL REPORT Report for year 2010 ANNUAL REPORT Report for year 2009 ANNUAL REPORT Report for year 2008 ANNUAL REPORT Report for year 2007 ANNUAL REPORT Idaho Secretary of State's Main Page [ Help Me Print/View TIFF ] View Image (PDF format) View Image (TIFF format) [ Help Me Print View TIFF ] View Document Online View Document Online View Document Online View Document Online View Image (PDF format) View Image (TIFF format) View Image (PDF format) View Image (TIFF format) View Image (PDF format) View Image (TIFF format) State of Idaho Horne Page Comments, questions or suggestions can be emailed to: sosinfo@.0sos.idaho.gov http:l/www.accessidaho.org/public/sos/corp/W46677.html 6/27/2013 O M ti) r m to t— M m it CO V 00 r r O M � Q1 N N 69 w E1 -T v3 M SLY Y M O O O M M 1 1 1 i [ f I I I I 1 i 1 1 I 1 a k i r co N r� C4 a) 0 GC N kc) L -4 CD N 0 J 69 69 69 69 69 w 69 w w 69 w to fA to w to d9 to 69 Or 0 0 69 M 69 64 69 63 6% 6). *k ik F q m O O q W M LO W q O U) co It } c V F- ' ' ' tr" P Y to M M I k k r I k k k s a s 'Fu EQ' p C r r r M IL O � N O) C L O C 111 69 69 6? 69 E9 69 E9 69 69 69 69 69 69 6R vl 69 69 69 69 vi 69 69 69 6i EA f1-1 69 u9 63 C11 s k I s 'G ~ LL O y CO, to f9 CA +R to d3 CA I I i N � y �O D I C O vt vt fr3 fA w 69 vi vl CI I I k G ak (] � c p � 669 69 u3 63 fA 69 v> 69 U LL � O N r N ! k I I 1 ! 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