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CONTRACT 3815 Maintenance and Repair Agreement CLOSEDm MAINTENANCE AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND SHAW INDUSTRIES, INC. THIS MAINTENANCE AGREEMENT ("Agreement") is made and entered into this 1sT day of June, 2008, by and between the CITY OF EL SEGUNDO, a general law city and municipal corporation ("CITY") and SHAW INDUSTRIES, INC. a Georgia Corporation ("CONTRACTOR"). The Parties agree as follows: 1. CONSIDERATION. A. As partial consideration, CONTRACTOR agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONTRACTOR and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONTRACTOR on a lump sum basis an amount set forth in the attached Exhibit "A," which is incorporated by reference, for CONTRACTOR's services. CITY will pay such amount promptly, but not later than thirty (30) days after receiving CONTRACTOR's invoice. 2. TERM. The term of this Agreement will be from June 4, 2008, to September 30, 2009. The Agreement may be renewed upon mutual consent of the parties. 3. SCOPE OF SERVICES. A. CONTRACTOR will perform services listed in the attached Exhibit A. B. CONTRACTOR will, in a workmanlike manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means _whatsoever, except as herein otherwise expressly specified to be finnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONTRACTOR by this Agreement. 4. PREVAILING WAGES. A. Pursuant to Labor Code § 1720, and as specified in 8 California Code of Regulations § 16000, CONTRACTOR must pay its workers prevailing wages. It is CONTRACTOR's responsibility to interpret and implement any prevailing wage requirements and CONTRACTOR agrees to pay any penalty or civil #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 1 of 8 damages resulting from a violation of the prevailing wage laws. B. In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at htt-p://www.dir.ca.2ov/DLSR/P)VD. CONTRACTOR must post a copy of the prevailing rate of per diem wages at the job site. C. CITY directs CONTRACTOR's attention to Labor Code §§ 1777.5, 1777.6 and 3098 concerning the employment of apprentices by CONTRACTOR or any subcontractor. D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing tradesmen in any apprenticeship occupation to apply to the joint apprenticeship committee nearest the site of the public works project and which administers the apprenticeship program in that trade for a certificate of approval. The certificate must also fix the ratio of apprentices to journeymen that will be used in the performance of the contract. The ratio of apprentices to journeymen in such cases will not be less than one to five except: i. When employment in the area of coverage by the joint apprenticeship committee has exceeded an average of 15 percent in the 90 days before the request for certificate, or ii. When the number of apprentices in training in the area exceeds a ratio of one to five, or iii. When the trade can show that it is replacing at least 1/30 of its membership through apprenticeship training on an annual basis state-wide or locally, or iv. When CONTRACTOR provides evidence that CONTRACTOR employs registered apprentices on all of his contracts on an annual average of not less than one apprentice to eight journeymen. v� CONTRACTOR is required to make contributions to funds established for the administration of apprenticeship programs if CONTRACTOR employs registered apprentices or journeymen in any apprenticeable trade on such contracts and if other contractors on the public works site are making such contributions. vi. CONTRACTOR and any subcontractor must comply with Labor Code § § 1777.5 and 1777.6 in the employment of apprentices. vii. Information relative to apprenticeship standards, wage schedules and other requirements may be obtained from the Director of Industrial Relations, #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 2 of 8 P k a ,"M.G ex -officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. E. CONTRACTOR and its subcontractors must keep an accurate certified payroll records showing the name, occupation, and the actual per diem wages paid to each worker employed in connection with this Agreement. The record will be kept open at all reasonable hours to the inspection of the body awarding the contract and to the Division of Labor Law Enforcement. If requested by CITY, CONTRACTOR must provide copies of the records at its cost. 5. FAMILIARITY WITH WORK. A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has i. Thoroughly investigated and considered the scope of services to be performed; ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONTRACTOR warrants that CONTRACTOR has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONTRACTOR discover any latent or unknown conditions that may materially affect the performance of the services, CONTRACTOR will immediately inform CITY of such fact and will not proceed except at CONTRACTOR's own risk until written instructions are received from CITY. 6. INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONTRACTOR will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Tvbe of Insurance Commercial general liability: Business automobile liability Workers compensation Limits (combined sinale) $1,000,000 $1,000,000 Statutory requirement. B. Commercial general liability insurance will meet or exceed the requirements of ISO -CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 3 of 8 injury, and property damage for the policy coverage. Liability policies will be endorsed to name City, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by City will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to City. C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 0106 92, including symbol 1 (Any Auto). D. CONTRACTOR will furnish to City duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. CONTRACTOR will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. E. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at CONTRACTOR's expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate. 7. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this Agreement until: A. CONTRACTOR furnishes proof of insurance as required under Section 6 of this Agreement; and B. CITY gives CONTRACTOR a written Notice to Proceed. C. Should CONTRACTOR begin work in advance of receiving written authorization to proceed, any such professional services are at CONTRACTOR's own risk. 8. TERMINATION. A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. Notice of termination will be in writing. B. CONTRACTOR may terminate this Agreement upon providing written notice to CITY at least thirty (30) days before the effective termination date. #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 4 of 8 3 8 1 5• �" 1 C. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. D. By executing this document, CONTRACTOR waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. INDEMNIFICATION. A. CONTRACTOR indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, reasonable attorney's fees and penalties), injuries, or liability, arising out of this Agreement, or its performance including, without limitation, damages or penalties arising from CONTRACTOR's removal, remediation, response or other plan concerning any Hazardous Waste resulting in the release of any hazardous substance into the environment. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONTRACTOR will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and volunteers. C. CONTRACTOR expressly agrees that this release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. E. The requirements as to the types and limits of insurance coverage to be maintained by CONTRACTOR as required by this Agreement, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONTRACTOR pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 9. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that CONTRACTOR will act as an independent contractor and will have control of all work and the manner in which is it performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. CONTRACTOR is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 5 of 8 may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work or to exercise a measure of control over the work means that CONTRACTOR will follow the direction of the CITY as to end results of the work only. 10. NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Notice sent by mail will be addressed as follows: To CITY: Attn: Public Works Director City of El Segundo 350 Main Street El Segundo, CA 90245-3813 To CONTRACTOR: Attn: Shaw Industries, Inc. P.O. Box 2128 Mail Drop WD -41 2305 Lakeland Rd. Dalton, Georgia 30722 B. When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 11. TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a Taxpayer Identification Number. 12. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. 13. CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party. 14. SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 6 of 8 15. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 16. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver. 17. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County. 18. AUTHORITY/MODIFICATION. This Agreement may be subject to and conditioned upon approval and ratification by the El Segundo City Council. This Agreement is not binding upon CITY until executed by the City Manager. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement. CITY's city manager may execute any such amendment on behalf of CITY. 19. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by facsimile transmission. Such facsimile signature will be treated in all respects as having the same effect as an original signature. 20. EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity between any provision of this Agreement, its attachments, the purchase order, or notice to proceed, the provisions of this Agreement will govern and control. 21. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 22. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, war, terrorist act, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' control, then the Agreement will immediately terminate without obligation of either party to the other. 23. ENTIRE AGREEMENT. This Agreement and its one attachment constitutes the sole agreement between CONTRACTOR and CITY respecting lead based stabilization. To the extent that there are additional terms and conditions contained in Exhibit "A" that are not in conflict with this Agreement, those terms are incorporated as if fully set forth above. There are no other understandings, terms or other agreements expressed or implied, oral or written. #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 7 of 8 381 •.. IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF a Lleiietaf City ATTEST: 0 U f -1T TA TTIlN Cindy Mortesear, City Clerk APPROVED AS TFO1 MARK D. l-] EN4tv."I" ff rrev By: Berger, Assj$latit City Attorney #175604 v1- EI Segundo - Shaw Industries Contract.doc Page 8 of 8 SHAW INDUSTRIES, INC, Frederick L. Hooper, III Assistant Secretary Matthew E. Moore Staff Attorney Taxpayer ID No. 35-2162582 P. O. Box 2128 Mail Drop UA -A 1016 Vista Drive Dalton, GA 30722 shill M14 Where Great Floors Begin Proposal Submitted To Attention Phone City of EI Segundo Richard Hogate (310) 524-2339 Proposal Name Job Name The Lakes at EI Segundo City of EI Segundo Street Job Street 15 East Holly Avenue 400 S. Sepulveda Blvd, City, State and Zip Architect Date of PlansAdd # Job City, State and Zip EI Segundo, CA 90245 CMAS 245 We hereby submit specifications and estimates for: Item Description Revive UMP. SIN # 31-301. Broadloom Installation SIN # 31-603 H1000 Multi Purpose Adh Take up and dispose of existing carpet Take up and dispose of existing rubber tile. Scrape floor clean. Install new rubber tile by direct glue down. SF "SureFlex" 2x2 rubber tile, color Green Apac adhesive Retreat UMP. SIN # 31-301. SIN # 31-603 H1000 Multi Purpose Adh SF "SureFlex" 2x2 rubber tile, color Black Take up and dispose of existing carpet Take up and dispose of existing rubber tile. Scrape floor clean. Install new rubber tile by direct glue down. Install pattern carpet wall to wall by direct glue down Armstrong Safeguard sheet vinyl. Color 39520 Granite. 1 Gal S-599 Adhesive Take up and dispose of existing sheet vinyl. Scrape floors clean. Install sheet vinyl Self cove around walls Payment/Performance Bonds Reimbursement of taxes imposed on the contractor pursuant to F.A.R. Section 52.229-4(c). The contract price does not include any contingency for such tax. 38 1 5 - Il EXHIBIT A (PART I) Phone: (800) 720-7429 Fax: (706) 271-0611 Fax Date (310) 322-2756 05/28/08 Job # 5948 Proposal ID 7046 Customer Job # Customer PO None None Color Otv UOM Unit Price Extended Price 55340/Walking On Air 108.00 SY $15.09 $1,629.72 108.00 SY $7.00 $756.00 3.00 Each $28.49 $85.47 108.00 SY $4.25 $459.00 1.00 Each $400.00 $400.00 44.00 SF $6.15 $270.60 1.00 Each $175.00 $175.00 39340/Walking On Air 335,00 SY $22.01 $7,37335 9.00 Each $28.49 $256.41 40.00 SF $6.15 $246.00 335.00 SY $4.25 $1,423.75 1.00 Each $400.00 $400.00 335.00 SY $10.00 $3,350.00 18.00 SF $52.65 $947.70 1.00 Each $139.00 $139.00 1.00 Each $322.50 $322.50 18.00 SY $18.00 $324.00 42.00 LF $9.75 $409.50 1.00 Each $78.50 $78.50 1.00 Each $770.95 $770.95 Base Bid Total: $19,817.45 Proposal Inclusions and Exclusions: 1. CMAS Contract 4-97-72-0008A 2. Local Contact: Stuart Sharts 805-432-9097 3. All pricing is based on work being completed during normal working hours, on prevailing wage. Customer: City of EI Segundo Signed: Date: Page 1 of 2 P. 0, Box 2128 Mail Drop UA -A 1016 Vista Drive Dalton, GA 30722 Proposal ID: 7046 thhh, 14 1. Where Great Floors Begin Proposal Inclusions and Exclusions: 4. Price includes work as specifically stated in the above description for the quantities stated. Any circumstances that require additional labor will be handled through the change order process. 5. Exclusions: attic stock, major floor prep, disconnecting and moving of computers and electronic equipment, vacuuming and protection of finished products. 6. Extensive floor prep is not included in the price but may be necessary due to unforeseen conditions of the sub -floor. This work may include, but is not limited to, leveling or grinding, encapsulation or sealing, or extensive scraping of the sub -floor. Should extensive floor prep be required, you will be notified and a price estimate for the completion of the additional work will be prepared. 7. Material title and risk of loss passes to the purchaser at the time of material delivery to the jobsite. 8. Proposal does not include removal of any materials containing asbestos. 9. Please fax your Purchase Order to the Strategic Solutions Group at fax # 706-271-0611 to initiate the order process. A purchase order is required before materials can be shipped. 10 Price is based on a consecutive installation period without delays and is based on the customer allowing installation crews access to work a minimum of 8 consecutive hours a day until completion. Delays other than "acts of God" will result in charges for down-time. 11. Lines 1-7 include Pro Shop, Pro Shop Office and Closet. 12. Lines 8-13 include Front Lobby, Front Lobby Office, Restaurant and Banquet Room. 13. Lines 14-18 include Snack Bar. Phone: (800) 720-7429 Fax: (706) 271-0611 We PROPOSE to perform the work complete in accordance with the specifications and as described above for the SUM of: Signature: Teresa Taylor Teresa Taylor $19,817.45 Conditions of Proposal: 1 This proposal may be withdrawn if not accepted within 30 days of its issuance Shaw will consider reasonable requests to engage in negotiations for revisions to this Proposal, including signing a subcontract that incorporates the terms of this Proposal. 2 This proposal is subject to credit review and approval. Payment terms are net 30. Past due invoices are subject to service charges of 1.5% per month (18% per annum). In the case of any default, Customer shall pay Shaw's reasonable attorney fees and costs, including those on any appeal, even if no suit or action is filed. 3, All work shall be performed in a workmanlike manner according to industry standards. Areas to receive flooring shall be free and clear of debris. Any changes to the work shall bi performed only after execution of a written change order. 4. Prior to commencement of Shaw's work: (a) Customer shall test all concrete sub floors receiving flooring For vapor emission levels and alkalinity per ASTM F-1869 and provide written results to Shaw, including a list of any sealers applied to the concrete sub floor; (b) If Customer does not provide such reports at least 10 days prior to commencement c Shaw's work, then Customer shall provide Shaw with access to all concrete sub floors for appropriate testing and Customer shall be responsible for the costs of such testing; and (c) Any concrete sub floors not meeting manufacturers' requirements for installation will require correction or the execution of a separate waiver agreement. 5. All work is contingent upon strikes, accidents or delays beyond Shaw's control. Customer shall carry insurance for all hazards, including fire. Shaw's workers are fully covered b Worker's Compensation and Liability Insurance. 6. Customer represents and warrants that: (a) the project site contains no hazardous or other dangerous substances, either exposed or concealed; or (b) Customer has given written notice to Shaw of all such substances and their location(s). To the fullest extent permitted by law, Customer shall indemnify, defend and hold Shaw harmless from any damage, claim, loss, expense and attorney fees related to Shaw's liability, if any, including any federal or state statute related to hazardous or other dangerous substances, ACCEPTANCE OF PROPOSAL; The above prices, specifications, and conditions are satisfactory and are hereby ACCEPTED. You are authorized to do the work as specified. Customer: City of EI Sequndo Signed: Page 2 of 2 Date: P. O. Box 2128 Mail Drop UA -A 1016 Vista Drive Dalton, GA 30722 ahl lot, Where Great Floors Begin Proposal Submitted To Attention Phone ,City of EI Segundo Richard Hogate (310) 524-2339 Proposal Name Job Name Park Vista Senior Center City of EI Segundo Street Job Street 15 East Holly Avenue 615 East Holly Avenue City, State and Date of Plans I Add #1 � Job City, State and Zip EI Segundo, CA 90245 CMASect EL SEGUNDO CA 90245 We hereby submit specifications and estimates for: Item Description Scholar II Unitary. Broadloom Installation Design Series V 30, Broadloom Installation SIN # 31-603 H1000 Multi Purpose Adh Base - Furnish & Install 4" Removal and disposal of existing floor coverings Removal and disposal of existing floor coverings on seven (7) staircases Install carpet on seven (7) staircases Install rubber base around all walls Payment/Performance Bonds Reimbursement of taxes imposed on the contractor pursuant to F.A.R. Section 52.229-4(c). The contract price does not include any contingency for such tax. 385. Phont: ($00)720-7429 Fax: (706)271-0611 Fax Date (310) 322-2756 05/28/08 Job # 5922 Proposal ID 7017 Customer Job # Customer PO None None Color Qtv UOM Unit Price Extended Price 14900/Valedictorian 2,900.00 SY $9.52 $27,608.00 2,900.00 SY $6.15 $17,835.00 TBS/To Be Selected 10.00 SY $8.75 $87.50 10.00 SY $6.15 $61.50 73.00 Each $28.49 $2,079.77 4,800.00 LF $0.95 $4,560.00 2,270.00 SY $3.75 $8,512.50 630.00 SY $4.25 $2,677.50 315.00 Each $12.50 $3,937.50 4,800.00 Each $0.75 $3,600.00 1.00 Each $275.50 $275.50 1.00 Each $2,456.46 $2,456.46 Base Bid Total: $73,691.23 Proposal Inclusions and Exclusions: 1. CMAS Contract 4-97-72-0008A 2. Local Contact: Stuart Sharts 805-432-9097 3. All pricing is based on work being completed during normal working hours, on prevailing wage. 4. Price includes work as specifically stated in the above description for the quantities stated. Any circumstances that require additional labor will be handled through the change order process. 5. Exclusions: attic stock, major floor prep, disconnecting and moving of computers and electronic equipment, vacuuming and protection of finished products. 6. Extensive floor prep is not included in the price but may be necessary due to unforeseen conditions of the sub -floor. This work may include, but is not limited to, leveling or grinding, encapsulation or sealing, or extensive scraping of the sub -floor. Should extensive floor prep be required, you will be notified and a price estimate for the completion of the additional work will be prepared. 7. Material title and risk of loss passes to the purchaser at the time of material delivery to the jobsite. 8. Proposal does not include removal of any materials containing asbestos. 9 Please fax your Purchase Order to the Strategic Solutions Group at fax # 706-275-2639 to initiate the order process. A purchase order is required before materials can be shipped. 10. Price is based on a consecutive installation period without delays and is based on the customer allowing installation crews access to work a minimum of 8 consecutive hours a day until completion. Delays other than "acts of God" will result in charges for down-time. Customer: City of EI Sequndo Signed: Date: Page 1 of 2 isM u 54 • ® ° ; Phone: (800) 720-7429 P. 0. Box 2128 Mail Drop UA -A 1016 Vista Drive Fax: (706) 271-0611 Dalton, GA 307221 4 Proposal ID: 7017 Where Great Floors Begin We PROPOSE to perform the work complete in accordance with the specifications and as described above for the SUM of: Signature: TereSa Tavlor Teresa Taylor $73,691.23 Conditions of Proposal: 1 This proposal may be withdrawn if not accepted within 30 days of its issuance. Shaw will consider reasonable requests to engage in negotiations for revisions to this Proposal, including signing a subcontract that incorporates the terms of this Proposal. 2 This proposal is subject to credit review and approval. Payment terms are net 30. Past due invoices are subject to service charges of 1.5% per month (18% per annum). In the case of any default, Customer shall pay Shaw's reasonable attorney fees and costs, including those on any appeal, even if no suit or action is filed. 3 All work shall be performed in a workmanlike manner according to industry standards, Areas to receive flooring shall be free and clear of debris, Any changes to the work shall br performed only after execution of a written change order. 4 Prior to commencement of Shaw's work: (a) Customer shall test all concrete sub floors receiving flooring for vapor emission levels and alkalinity per ASTM F-1869 and provide written results to Shaw, including a list of any sealers applied to the concrete sub floor; (b) If Customer does not provide such reports at least 10 days prior to commencement c Shaw's work, then Customer shall provide Shaw with access to all concrete sub floors for appropriate testing and Customer shall be responsible for the costs of such testing; and (c) Any concrete sub floors not meeting manufacturers' requirements for installation will require correction or the execution of a separate waiver agreement. 5 All work is contingent upon strikes, accidents or delays beyond Shaw's control. Customer shall carry insurance for all hazards, including fire. Shaw's workers are fully covered b Worker's Compensation and Liability Insurance, 6. Customer represents and warrants that: (a) the project site contains no hazardous or other dangerous substances, either exposed or concealed; or (b) Customer has given written notice to Shaw of all such substances and their location(s). To the fullest extent permitted by law, Customer shall indemnify, defend and hold Shaw harmless from any damage, claim, loss, expense and attorney fees related to Shaw's liability, if any, including any federal or state statute related to hazardous or other dangerous substances. ACCEPTANCE OF PROPOSAL: The above prices, specifications, and conditions are satisfactory and are hereby ACCEPTED. You are authorized to do the work as specified. Customer: City of El_Sequndo Signed: Date: Page 2 of 2 FAITHFUL PERFORMANCE BOND INSTALLATION OF NEW CARPET AT THE LAKES GOLF COURSE IN THE CITY OF EL SEGUNDO PROPOSAL ID #7046 Executed in Duplicate Bond No. 105127996 Bond Fee: $100.00 Shaw Industries, Inc. ("PRINCIPAL") and Travelers Casualtv and Surety ComDanv of America , a corporation incorporated under the laws of the State of Connecticut and licensed by the State of California to execute bonds and undertakings as sole surety, as surety ("SURETY"), are held and firmly bound unto the CITY OF EL SEGUNDO ("CITY") In the sum of NINETEEN THOUSAND EIGHT HUNDRED SEVENTEEN DOLLARS AND FORTY FIVE CENTS ($19,817.46), which is a minimum one hundred percent (100%) of the contract amount, lawful money of the United States, which may be Increased or decreased by a rider hereto executed in the same manner as this bond, for the payment of which sum PRINCIPAL and SURETY bind themselves, their successors, and assigns, jointly and severally, by this instrument. PRINCIPAL or SURETY will apply this bond for the faithful performance of any and all of the conditions and stipulations set forth in this bond, PRINCIPAL'S PROPOSAL ID #7046, and the the General Service Agreement executed with such Specifications. In the case of any default in the performance of the conditions and stipulations of this undertaking, it Is agreed that PRINCIPAL or SURETY will apply the bond or any portion thereof, to the satisfaction of any damages, reclamation, assessments, penalties, or deficiencies arising by reason of such default. 1. PRINCIPAL will construct the public improvements identified in PROPOSAL ID #7046 a copy of which is on file with CITY's Engineering Division ("Public Project!'). Such performance will be in accordance with CITY's plans and profiles PROPOSAL ID #7046 which are made a part of this bond when said plans and profiles are approved by the City Council and filed with CITY's Engineering Division. 2. PRINCIPAL's work on the Public Project will be done in accordance with CITY's plans and specifications and with any permit issued by CITY. Should PRINCIPAL fall to complete all required work within the time allowed, CITY may, at its sole discretion, cause all required work to be done and the parties executing the bond will be firmly bound for the payment of all necessary costs therefor. 3. PRINCIPAL will guarantee its work against any defective work, labor, or materials on the Public Project for a period of one (1) year following the Public Project's completion and acceptance by CITY, 4. This bond is conditioned upon and guarantees due compliancewith all applicable law including, without limitation, the El Segundo Municipal Code ("ESMC"). I -E-1 5. SURETY, for value received, agrees that no changes, extensions of time, alteration or modification of PROPOSAL ID #7046or of the obligation to be performed will in any way affect its obligation on this bond, and it waives notice of any such change, extension of time, alteration or modification of the contract documents or of the obligation to be performed. 6. This bond consists of this instrument; the plans and specifications identified above; and the following two (2) attached exhibits all of which are incorporated herein by reference: A. A certified copy of the appointment, power of attorney, bylaws or other instrument entitling or authorizing the persons executing this bond to do so; B. A certificate issued by the county clerk for the county in which SURETY's representative is located conforming with California Code of Civil Procedure § 995.640 and stating that SURETY's certificate of authority has not been surrendered, revoked, cancelled, annulled, or suspended, or in the event that it has, that renewed authority has been granted; and 7. Should PRINCIPAL perform its obligations within the time allowed, PRINCIPAL's obligation will be void upon the acceptance of the performance by CITY; otherwise this obligation will remain in full force and effect. SIGNED AND SEALED this PRINCIPAL's PRESIDEN PRINCIPAL's SECRETA 13th day of PRINCIPAL's MAILING ADDRESS: June 20 08 tAvi- SURETY's ' e -in -fact Virginia B. McManus <4 SURETY's Witness Barbara MacArthur SURETY's MAILING ADDRESS: P 0 Box 2128 4400 North Point Parkway Dalton, GA 30722 Alpharetta, GA 30022 NOTE: (1) ALL signatures must be acknowledged by a notary public. Return two (2) originals to City Clerk's Office. (2) Bond shall be effective for one (1) year after acceptance of the job. I -E-2 All -Purpose Certificate of Acknowledgment State of Georgia County of Fulton On June 13, 2008 before me, DATE personally appeared . .... . .... . 3 8 5 Meng.11, Tieu , . .... .... . . . .......... NAME OF NOTARY PUBU.C Vir inia B. McManus NAME(S) OF SIGNER(S) 0 personally known to me - OR 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in 'Ll �'/, his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. DEC w, 21 Witness my hand and official seal. 20W 0 NOTARYSIGNATt1'RE OF PUBLIC Though the data below is not required by law, it may prove valuable to persons relying on the document and prevent fraudulent reattachment of this form, CAPACITY CLAIMED BY SIGNER 171 Individual(s) D Corporate Officer: 0 Title(s) 0 Partner(s) Z Attorney -in -Fact 0 Trustee(s) D Subscribing Witness 0 Guardia n/Conservator 0 Other: DESCRIPTION OF ATTACHED DOCUMENT S .....— Type of Document Faithful Performance Bond Number of Pages 2 Date of Document June 13, 2008 Signer(s) Other Than Named Above . .......... .. . . . ............ .. Shaw Industries, Inc. SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) Travelers Casualty and Surety Company of America IT ViewDocument 0 TRAVELERS POWER OF ATTORNEY Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company Surety Bond No. 105127996 OR Project Description: Installation of new carpet at The Lakes Golf Course, Proposal ID #7046 St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company Principal: Shaw Industries, Inc. Obligee: City of El Segundo KNOW ALL MEN BY THESE PRESENTS: That Seaboard Surety Company Is a corporation duly organized under the taws of the State of New York, that St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St, Paul Mercury Insurance Company are corporations duly organized under the laws of the State of Minnesota, that Farmington Casualty Company, Travelers Casualty and Surety Company, and Travelers Casualty and Surety Company of America are corporations duly organized under the taws of the State of Connecticut, that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company IS a corporaflon, duly organized under the taws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc, is a corporation duly organized under the: laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Viii B. McManus of the City of Atlanta, State of Georgia, their true and lawful Attorneys) -in -Fact, each In their separate capacity if more than one Is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory In the nature thereof on behalf of the Companies In their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF, the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 11th day of August, 2006. Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company St. Paul Mercury insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company VA State of Connecticut By: City of Hartford ss. _-Geo 14 .3 ACO`rr�ps�11, or � =re Preside On this the I Ith day of August, 2006, before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paull Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Traveters Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that lie, as such, being authorized so, to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer, In Witness Whereof, I hereunto set my hand and official seal. My Commission expires the 30th day of June, 2011. 045 io Marle C. Tetreault, Notary Public This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St, Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, which resolutions are now in full force and effect, reading as follows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her; and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary; and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys -in -Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any power of attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys -in -Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such power of attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kori Johanson, the undersigned, Assistant Secretary, of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty 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, I have hereunto set my hand and affixed the seals of said Companies this 13th day of June , 2008. Kori M. Johanson, Assistant Secretary To verify the authenticity of this Power of Attorney, cal/ 1-800-421-3880 or contact us at stpaultravelersbondcom. Please refer to the Attorney -In -Fact number, the above-named individuals and the details of the bond to which the power is attached. LABOR AND MATERIALS BOND INSTALLATION OF NEW CARPET AT THE LAKES GOLF COURSE IN THE CITY OF EL SEGUNDO PROPOSAL ID #7046 Executed in Duplicate Bond No. 105127996 Bond Fee: Included in premium for performance bond. Shaw Industries, Inc. , as principal ("PRINCIPAL") and Travelers Casualty and Surety Company of Amer icgcorporation incorporated under the laws of the State of Connecticut and licensed by the State of California to execute bonds and undertakings as sole surety, as surety ("SURETY"), are held and firmly bound unto the CITY OF EL SEGUNDO ("CITY") in the sum of NINETEEN THOUSAND EIGHT HUNDRED SEVENTEEN DOLLARS AND FORTY FIVE CENTS ($19,817.45), which is a minimum one hundred percent (100%) of the contract, lawful money of the United States, which may be increased or decreased by a rider hereto executed in the same manner as this bond, for the payment of which sum PRINCIPAL and SURETY bind themselves, their successors, and assigns, jointly and severally, by this instrument. This bond is conditioned upon and guarantees payment by PRINCIPAL to contractors, subcontractors, and persons renting equipment; payment by PRINCIPAL and all PRINCIPAL'S subcontractors for all materials, provisions, provender, or other supplies, and equipment used in, upon, for or about the performance of the work contemplated in PRINCIPAL'S PROPOSAL ID #7046 ("Public Project"), the General Service Agreement executed for such Public Project, and for all work or labor of any kind performed for the Public Project. In the case of any default in the performance of the conditions and stipulations of this undertaking, it is agreed that PRINCIPAL or SURETY will apply the bond or any portion thereof, to the satisfaction of any damages, reclamation, assessments, penalties, or deficiencies arising by reason of such default. BOND CONDITIONS 1. PRINCIPAL will construct the public improvements identified in PROPOSAL ID #7046, a copy of which is on file with CITY's Engineering Division ("Public Project"). Such performance will be in accordance with the specifications outlined in PROPOSAL ID #7046, which are made a part of this bond when said specifications are approved by the City Council and filed with CITY's Engineering Division. PRINCIPAL will pay all contractors, subcontractors, and persons renting equipment. 3. PRINCIPAL will pay for all materials and other supplies, for equipment used in, on, for or about the performance of the Public Project, and will pay for all work and labor thereon. 4. This bond is conditioned upon and guarantees due compliance with all applicable law including, without limitation, the EI Segundo Municipal Code ("ESMC"). 1-F-1 5. SURETY, for value received, agrees that no changes, extensions of time, alteration or modification of PROPOSAL ID #7046, or of the obligation to be performed will in any way affect its obligation on this bond, and it waives notice of any such change, extension of time, alteration or modification of the contract documents or of the obligation to be performed. 6. This bond consists of this instrument; the plans and specifications identified above; and the following TWO (2) attached exhibits all of which are incorporated herein by reference: A. A certified copy of the appointment, power of attorney, bylaws or other instrument entitling or authorizing the persons executing this bond to do so; and B. A certificate issued by the county clerk for the county in which SURETY's representative is located conforming with California Code of Civil Procedure § 995.640 and stating that SURETY's certificate of authority has not been surrendered, revoked, cancelled, annulled, orsuspended, or in the event that it has, that renewed authority has been granted, 7. Should PRINCIPAL perform its obligations within the time allowed, PRINCIPAL's obligation will be void upon the acceptance of the performance by CITY; otherwise this obligation will remain in full force and effect. SIGNED AND SEALED this 13th IC� PRINCIPAt's PR6ID wr1 day of. ,Tune , 20 08 U61 .. PRI CIPAL's SECRE SEAL PRINCIPAL's MAILING ARPS,...•* SURETY s Att rile -in -fact Vi ~ inia B MMa �c URETY's Witness Barbara MacArthur SURETY's MAILING ADDRESS: P 0 Box 2128 ."W1111misa MIA 4400 North Point Parkway Dalton, GA 30722 Alpharetta, GA 30022 NOTE: (1) ALL signatures must be acknowledged by a notary public. Return two (2) originals to City Clerk's Office. (2) Bond shall be effective for one (1) year after acceptance of the job. I -F-2 All -Purpose Certificate of Acknowledgment State of Geon I ,g 1i a County of Fulton On June 13, 2008 DATE personally appeared R1 personally known to me - OR '�GLI 4� DEC ilk. 21 200 Z "q I, III 11, before me, . . . ........... Mengli Tieu NAME OF NOTARY P ­11C Virginia B. McManus NAME(S) OF SIGNER(S) 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. "- q 4111 SIGNATURE OF NOTARY PUBLIC Though the data below is not required by law, it may prove valuable to persons relying on the document and prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER b Individual(s) • Corporate Officer: • Title(s) 171 Partner(s) 0 Attorney -in -Fact 0 Trustee(s) 0 Subscribing Witness P Guardian/Conservator 0 Other: DESCRIPTION OF ATTACHED DOCUMENT(S) Type of Document Labor and Materials Bond I'll" .. ..... ... Number of Pages 2 Date of Document June 13, 2008 Signer(s) Other Than Named Above Shaw Industries, Inc. __ ... . .. .............. SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) Travelers Casualty and Surety Company of America ViewDocument 0 TRAVELERS POWER OF ATTORNEY Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc, Seaboard Surety Company St. Paul Fire and Marine Insurance Company Surety Bond No. 105127996 XV Project Description: Installation of new carpet at The Lakes Golf Course, Proposal ID #7046 i Il St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company Principal: Shaw Industries, Inc. Obligee: City of El Segundo KNOW ALL MEN BY THESE PRESENTS: That Seaboard Surety Company Is a corporation duly organized under the laws of the State of New York, that St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St. Paul Mercury Insurance Company are corporatlor,6 du[y organized under the laws of the State of Minnesota, that Farmington Casualty Cornpany, Travelers Casualty and Surety Company, and Travelers Casualty and Surety Company of America are corporations duly organized under the laws of the State of Connecticut, that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company is a corporation duly organized under- the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc,, Is a corporation duly organized Linder the laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Virginia, B. McManus of the City of Atlanta, State of Georgia, their true and lawful Attorney(s) - in -Fact, each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings ob0gatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fldelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted' in any actions or proceedings allowed by law. IN WITNESS WHEREOF, the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 11th day of August, 2006. Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company 7')�) n144; State of Connecticut By: Geo o 6e City of Hartford ss. W7 rio�mpson, President or Vic r� On this the .11th day of August,, 2006, before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St, PaLII Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and !Surety Company of America, and United States Fidelity and Guaranty Company, and that fie, as such, being authorized so to do, executed the foregoing Instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. In Witness Whereof, I hereunto set my hand and official seal. My Commission expires the 30th day of June, 2011. tmxaLL� L 6 OPQ%� Marie C. Tetreault, Notary Public � � � ^� ' �T� rvr�/�~m.~ ��n� " _n� �� ~ °^ o��� This Pbw�r of Attorney isgranted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company, Fidelity and Guaranty insurance Company, Fidelity and Guaranty Insurance Underwriters, lmc,Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, which resolutions are now infull force and effect, reading axfollows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second Vice President, the Treasurer, any Assistant Treaourer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact and Agents toact for and on behalf ofthe Company and may give such appointee such authority as his orher certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of bond, recognizance, or conditional undertaking, and any ufsaid offices or the Board ofDirectors aL any time may remove any such appointee and revoke the power given him or her; and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part ofthe foregoing authority tuone or more officers oremployees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary; and it is FURTHER RESOLVED, that any bond, recognizance, contract o[indemnity, or writing obligatory in the nature of bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary nrany Assistant Secretary and duly attested and sealed with the Compeny"sseal by Secretary orAssistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys -in -Fact and Agents pursuant tothe power prescribed in his orher certificate or the\rcertificates ofauthority orbyone urmore Company officers pursuant toawritten delegation ofauthority; and itis FURTHER RESOLVED, that the signature ofeach of the following officers: President, any Executive Vice President, any Senior Vice President, any Viae President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile tuany power m[ahameyurUuany cer�Omatepe�dngthe�¢oa appointing Res�artVice PesNa�s,KesNentA*si�anLSecr�ahenur Attorneys -in -Fact any such power m[a�orneyor certificate bearing such facsimile signature or facsimile seal shashallbevalid and binding upon the Company and any ` such power snexecuted and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company inthe future with respect 8oany bond urunderstanding tuwhich \tisattached. I, Kori Johanson, the undersigned, Assistant Secretary, ofFarmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Gu Insurance Undmnwhter�Ioc.,SeahnardSur�yCom m 1t. Paul �,eand MahneInsurance CompanK St. Paul Guardian Insurance CompanX SC-----l'MercuyInsoronceCompmm\Tmvelers Casualty and Tmvo|esCasualty and Sun�yCompany ofAmehca,and Un�d�a�s Fidelity and Guaranty Company dohereby certify that the above and foregoingioa true and correct cnpyofthePowerufAtturneyexocutedby said Companies, which isinfull force and effect and has not been revoked, IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 13th day of June ,2008, ` Kori M.Johanson, —~ Secretary — 0 FIX. 1 e -q5 To verify the authenticity ofthis Power of Attorney, call Please refer to the ttorney4n -Fact number, the abo ve-named indIviduals and the details of the bond to which the po wer is attached FAITHFUL PERFORMANCE BOND INSTALLATION OF NEW CARPET AT PARK VISTA SENIOR APARTMENTS IN THE CITY OF EL SEGUNDO PROPOSAL ID #7017 Executed in Duplicate Bond No. 105127995 Bond Fee: $ 239.00 Shaw Industries, Inc. ("PRINCIPAL") and Travelers Casualty and Surety Company of America --, a corporation incorporated under the laws of the State of Connecticut and licensed by the State of California to execute bonds and undertakings as sole surety, as surety ("SURETY"), are held and firmly bound unto the CITY OF EL SEGUNDO ("CITY") in the sum of SEVENTY THREE THOUSAND SIX HUNDRED NINE'T'Y ONE DOLLARS AND TWENTY THREE CENTS ($73,691.23), which is a minimum one hundred percent (100%) of the contract amount, lawful money of the United States, which may be increased or decreased by a rider hereto executed in the same manner as this bond, for the payment of which sum PRINCIPAL and SURETY bind themselves, their successors, and assigns, jointly and severally, by this instrument. PRINCIPAL or SURETY will apply this bond for the faithful performance of any and all of the conditions and stipulations setforth in this bond, PRINCIPAL'S PROPOSAL ID #7017, and the the General Service Agreement executed with such Specifications. In the case of any default in the performance of the conditions and stipulations of this undertaking, it is agreed that PRINCIPAL or SURETY will apply the bond or any portion thereof, to the satisfaction of any damages, reclamation, assessments, penalties, or deficiencies arising by reason of such default. BOND CONDITIONS 1. PRINCIPAL will construct the public improvements identified in PROPOSAL ID #7017 a copy of which is on file with CITY's Engineering Division ("Public Project"). Such performance will be in accordance with CITY's plans and profiles PROPOSAL 10 #7017which are made a part of this bond when said plans and profiles are approved by the City Council and filed with CITY's Engineering Division, 2. PRINCIPAL's work on the Public Project will be done in accordance with CITY's plans and specifications and with any permit issued by CITY. Should PRINCIPAL fail to complete all required work within the time allowed, CITY may, at its sole discretion, cause all required work to be done and the parties executing the bond will be firmly bound for the payment of all necessary costs therefor. 3. PRINCIPAL will guarantee its work against any defective work, labor, or materials on the Public Project for a period of one (1) year following the Public Project's completion and acceptance by CITY. 4. This bond is conditioned upon and guarantees due compliance with all applicable law including, without limitation, the EI Segundo Municipal Code ("ESMC"). I -E-1 5. SURETY, for value received, agrees that no changes, extensions of time, alteration or modification of PROPOSAL ID #7017 or of the obligation to be performed will in anyway affect its obligation on this bond, and it waives notice of any such change, extension of time, alteration or modification of the contract documents or of the obligation to be performed. 6. This bond consists of this instrument; the plans and specifications identified above; and the following two (2) attached exhibits all of which are incorporated herein by reference: A. A certified copy of the appointment, power of attorney, bylaws or other instrument entitling or authorizing the persons executing this bond to do so; B. A certificate issued by the county clerk for the county in which SURETY's representative is located conforming with California Code of Civil Procedure § 995.640 and stating that SURETY's certificate of authority has not been surrendered, revoked, cancelled, annulled, or suspended, or in the event that it has, that renewed authority has been granted; and 7. Should PRINCIPAL perform its obligations within the time allowed, PRINCIPAL's obligation will be void upon the acceptance of the performance by CITY; otherwise this obligation will remain in full force and effect. SIGNED AND SEALED this 13th day of June , 20 08 o:^fi PRINCIPAL RESIDENT ... "' SURET 2 -fact PRINCIPAL' r 0Virgi e B. McManus ,0 "" PRINCIPAL's SECRETA 6URETY's Witness Barbara MacArthur .........." Geop,G "0� PRINCIPAL's MAILING ADDRES: SURETY's MAILING ADDRESS: P 0 Box 2128 4400 North Point Parkwav Dalton, GA 30722 Alvharetta. GA 30022 NOTE: (1) ALL signatures must be acknowledged by a notary public. Return two (2) originals to City Clerk's Office. (2) Bond shall be effective for one (1) year after acceptance of the job. -E-2 All -Purpose ertificate of Acknowledm cement State of Georgia County of Fulton On June 13, 2008 DATE personally appeared Q personally known to me - OR 0%q 111.11111111 0%55I OA, * «» DEC 21 �= 201'0 before me, Mengli Tieu NAME OF NOTARY PUBLIC Virginia B. McManus NAME(S) OF SIGNER(S) ❑ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. 'SIGNATURE OF NOTARY PUBLIC Though the fraudulent below isnotreattachment required s by flaw, it may prove valuable to persons relying on the document and P h CAPACITY CLAIMED BY SIGNER ❑ Individual(s) ❑ Corporate Officer: ❑ Title(s) ❑ Partner(s) Q Attorney -in -Fact ❑ Trustee(s) ❑ Subscribing Witness ❑ Guardian/Conservator ❑ Other: DESCRIPTION OF ATTACHED DOCUMENT Type of Document Faithful Performance Bond Number of Pages 2 Date of Document June 13, 2008 Signer(s) Other Than Named Above Shaw Industries, Inc. SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) Travelers Casualty and Surety Company of America .......... ViewDocument a TRAVELERS POWER OF ATTORNEY Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company Surety Bond No. 105127995 Cs Project Description: Installation of new carpet at Park Vista Senior Apartments, Proposal ID #7017 St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company Principal: Shaw Industries, Inc. Obligee: City of El Segundo KNOW ALL MEN BY THESE PRESENTS: That Seaboard Surety Company Is a corporation (July organized under, the laws of the State of New York, that St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St. Paul Mercury Insurance Company are corporations duly organized under the laws of the State of Minnesota, that Farmington Casualty Company, Travelers Casualty and Surety Company, and Travelers Casualty and Surety Company of America are corporations duly organized under the laws of the State of Connecticut, that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc. is a corporation duly organized under the laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Virginia B. McManus of the City of Atlanta, State of Georgia, their true and lawful Attorneys) -in -Fact, each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF, the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 11th day of August, 2006. Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company State of Connecticut City of Hartford ss. By: U�i7s dent J W, W. GecFr(.J-e'gW, nom Geo �Vice=r,,-i�-, On this the 11th day of August, 2006, before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc,, Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations' by himself as a duly authorized officer. In Witness Whereof, I hereunto set my hand and official seal, My Commission expires the 30th day of June, 2011. 0 11r, rwr Marie C. Tetreault, Notary Public ,.. 38 1 5 This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, which resolutions are now in full force and effect, reading as follows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her; and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary; and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys -in -Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any power of attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys -in -Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such power of attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kori Johanson, the undersigned, Assistant Secretary, of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty 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, I have hereunto set my hand and affixed the seals of said Companies this 13th day of June , 2008. yk�tA,671 Kori M. Johanson, Assistant Secretary gim'; ,�71cd+ro�WtFu1951�j/�[Si To verify the authenticity of this Power of Attorney, call 1-800-421-3880 or contact us at stpauitraveiersbondcom. Please refer to the Attorney -In -Fact number, the above-named individuals and the details of the bond to which the power is attached. LABOR AND MATERIALS BOND INSTALLATION OF NEW CARPET AT PARK VISTA SENIOR APARTMENTS IN THE CITY OF EL SEGUNDO PROPOSAL ID #7017 Executed in Duplicate Bond No. 105127995 Bond Fee: Included in premium for performance bond. Shaw Industries, Inc. , as principal ("PRINCIPAL") and Travelers Casualty and Surety Company of Americaa corporation incorporated under the laws of the State of Connecticut and licensed by the State of California to execute bonds and undertakings as sole surety, as surety ("SURETY"), are held and firmly bound unto the CITY OF EL SEGUNDO ("CITY") in the sum of SEVENTY THREE THOUSAND SIX HUNDRED NINETY ONE DOLLARS AND TWENTY THREE CENTS ($73,691.23), which is a minimum one hundred percent (100%) of the contract, lawful money of the United States, which may be increased or decreased by a rider hereto executed in the same manner as this bond, for the payment of which sum PRINCIPAL and SURETY bind themselves, their successors, and assigns, jointly and severally, by this instrument. This bond is conditioned upon and guarantees payment by PRINCIPAL to contractors, subcontractors, and persons renting equipment; payment by PRINCIPAL and all PRINCIPAL'S subcontractors for all materials, provisions, provender, or other supplies, and equipment used in, upon, for or about the performance of the work contemplated in PRINCIPAL'S PROPOSAL ID #7017 ("Public Project"), the General Service Agreement executed for such Public Project, and for all work or labor of any kind performed for the Public Project. In the case of any default in the performance of the conditions and stipulations of this undertaking, it is agreed that PRINCIPAL or SURETYwill apply the bond or any portion thereof, to the satisfaction of any damages, reclamation, assessments, penalties, or deficiencies arising by reason of such default. BOND CONDITIONS 1. PRINCIPAL will construct the public improvements identified in PROPOSAL ID #7017, a copy of which is on file with CITY's Engineering Division ("Public Project"). Such performance will be in accordance with the specifications outlined in PROPOSAL ID #7017, which are made a part of this bond when said specifications are approved by the City Council and filed with CITY's Engineering Division. 2. PRINCIPAL will pay all contractors, subcontractors, and persons renting equipment. 3. PRINCIPAL will pay for all materials and other supplies, for equipment used in, on, for or about the performance of the Public Project, and will pay for all work and labor thereon. 4. This bond is conditioned upon and guarantees due compliance with all applicable law including, without limitation, the EI Segundo Municipal Code ("ESMC"). 1-F-1 m�ppIIII I illlVimw� �mlll� nl� WW'dM,,, '�I VIII dV I�i�i H'A IWWWW� 5. SURETY, for value received, agrees that no changes, extensions of time, alteration or modification of PROPOSAL ID #7017, or of the obligation to be performed will in anyway affect its obligation on this bond, and it waives notice of any such change, extension of time, alteration or modification of the contract documents or of the obligation to be performed. 6. This bond consists of this instrument; the plans and specifications identified above; and the following TWO (2) attached exhibits all of which are incorporated herein by reference: A. A certified copy of the appointment, power of attorney, bylaws or other instrument entitling or authorizing the persons executing this bond to do so; and B. A certificate issued by the county clerk for the county in which SURETY's representative is located conforming with California Code of Civil Procedure § 995.640 and stating that SURETY's certificate of authority has not been surrendered, revoked, cancelled, annulled, or suspended, or in the event that it has, that renewed authority has been granted. 7. Should PRINCIPAL perform its obligations within the time allowed, PRINCIPAL's obligation will be void upon the acceptance of the performance by CITY; otherwise this obligation will remain in full force and effect. SIGNED AND SEALED this — U P, Qt�,( PRINCIPAL's PRS ; N*" 7ji PRI P. U, DUR 4140 Dalton. GA 30722 13th day of June , 2008 �b rt&g�-x,�ti-r SURETY Attorney-in-fact irgi is BM . ca _ � JRETY' s itrwess Barbara MacArthur JRETY's MAILING ADDRESS: 4400 North Point Parkwair Alpharetta, GA 30022 NOTE: (1) ALL signatures must be acknowledged by a notary public. Return two (2) originals to City Clerk's Office. (2) Bond shall be effective for one (1) year after acceptance of the job. I -F-2 ", I' I , i, ft "I". 'IN sp, i uw BVI 1IIIIIII All -Purpose Certificate of Acknowledgment State of Georgia County of Fulton On June 13, 2008 before me, M.elr�gj:i Tieu_'__ DATE NAME OF NOTARY PUBLIC personally appeared @ personally known to me - OR G L I Z DEC 21 2010 0, co" Gs.ld. �.' Ry Virginia B. McManus NAME(S) OF SIGNER(S) [I proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. SIGNATURE OF NO`rARY PUBLIC Though the data below is not required by law, it may prove valuable to persons relying on the document and prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER • Individual(s) • Corporate Officer: [I Title(s) 0 Partner(s) 0 Attorney -in -Fact 0 Trustee(s) 171 Subscribing Witness r-1 Guardian/Conservator 171 Other: DESCRIPTION OF ATTACHED DOCUMENT(S) Type of Document Labor and Materials Bond Number of Pages 2 Date of Document June 13, 2008 Signer(s) Other Than Named Above Shaw Industries, Inc. ............... ... ....... .... ......... u. SIGNER Is REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) Travelers Casualty and Surety Company of America,,,,,.--,,., ViewDocument a TRAVELERS POWER OF ATTORNEY Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company Surety Bond No. 105127995 MC Project Description: Installation of new carpet at Park Vista Senior Apartments, Proposal ID #7017 St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company Principal: Shaw Industries, Inc. Obligee: City of El Segundo KNOW ALL MEN BY THESE PRESENTS: That Seaboard Surety Company is a corporation duly organized under the laws of the State of New York, that St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St. Paul Mercury Insurance Company are corporations duly organized under the laws of the State of Minnesota, that Farmington Casualty Company, Travelers Casualty and Surety Company, arid Travelers Casualty and Surety Company of America are corporations duly organized under the taws of the State of Connecticut, that United States Ficlefty and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc. is a corporation duly organized under the laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Virginia B. McManus of the City of Atlanta, State of Georgia, their true and lawful Attorneys) -in -Fact, each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF, the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 11th day of August, 2006. Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Seaboard Surety Company St. Paul Fire and Marine Insurance Company Nn State of Connecticut City of Hartford ss. St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America United States Fidelity and Guaranty Company By,. Geor6-e I'Wonip son Vice President On this the 11th day of August, 2006, before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc,, Seaboard Surety Cornpany, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St!, Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that lie, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himsetf as a duly authorized officer. In Witness Whereof, I hereunto set my hand and official seal My Commission expires the 30th day of June, 2011. 6W.Twl7� - t..MarieC. TetreaulNotary Public DIInc_ CMT11G1,f'JA1,38 15 . This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, which resolutions are now in full force and effect, reading as follows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her; and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary; and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys -in -Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any power of attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys -in -Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such power of attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile -seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kori Johanson, the undersigned, Assistant Secretary, of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty 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, I have hereunto set my hand and affixed the seals of said Companies this 13th day of June , 2008. 4e Kori M. Johanson, Assistant Secretary * C> cro ric it w ^xrma r> "w .a.arr "„ � � 1982 � %g77' ' �aaurm �9► ;~a CWWRE WArud o"f�; coeN. r.e. �B To verify the authenticity of this Power of Attorney, call 1-800-421-3880 or contact us at stpauitraveiersbond.com. Please refer to the Attorney -In -Fact number, the above-named individuals and the details of the bond to which the power is attached.