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HomeMy WebLinkAboutContracts & Agreements_194A-2013_CCv0001.pdf PUBLIC WORKS CONSTRUCTION CONTRACT This Public Works Construction contract ("Contract") made and entered into this qday of 1013, by and between the City- of Redlands, a municipal corporation organized and existing under the laws of the State of California, (hereinafter "City"). and MCC Equipment Rentals, Inc. (hereinafter "Contractor"). City and Contractor are sometimes individually referred to herein as a "Party" and, together, as the "Parties." In consideration of the mutual promises contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK: Contractor shall furnish all materials and perform all of the work for the following: Highline Water Main Replacement, Phase 1, complete all items as required by the Contract Documents (as herein defined) and Specifications for City's HIGHLINE WATER MAIN REPLACEMENT, PHASE 1, PROJECT NO. 71325. 2. THE CONTRACT SUM: City shall pay Contractor the sum of$2.206,321.20 as consideration for its performance of the Work in accordance with the terms and conditions set forth in the Contract Documents. Pursuant to Public Contract Code Section 22300, Contractor has the option to deposit securities with an escrow agent as a substitute for retention of earnings requirement to be withheld by City pursuant to an escrow agreement as set forth in the Public Contract Code Section 22300. 3. TIME FOR COMPLETION: The Work shall be completed (See Section 01112, under 1.3 Time of Completion) within 150 calendar days from and after the date of the delivery to Contractor of a written Notice to Proceed by City. 4. LIQUIDATED DAMAGES: Contractor*s failure to complete the work within the time allowed will result in damages being sustained by City. Such damages are, and will continue to be, impracticable and extremely difficult to determine. Accordingly, Contractor shall pay to City, or have withheld from monies due to Contractor, the sum of$500 for each consecutive calendar day in excess of the specified time for completion of Work. Execution of the Contract shall constitute agreement by City and Contractor that $500 per day is the estimated damage to City caused by the failure of the Contractor to complete the Work within the allowed time. Such sum is for liquidated damages and shall not be construed as a penalty, and may be deducted from payments due Contractor if such delay occurs. 5. CONTRACT DOCUMENTS: This Contract includes all of the Contract documents set forth herein, to wit; Notice Inviting Bids, Instructions to Bidders, Contractor's Proposal, Bid Bond, Agreement, Performance Bond, Labor and Material Bond. Plans, General Conditions, Special Conditions, Special Provisions and Specifications, and any addenda thereto. 6. ATTORNEYS' FEES: In the event any legal action is commenced to enforce or interpret the terms or conditions of the Contract documents, the prevailing Party in such action, in addition to any costs and other relief, shall be entitled to recover its reasonable attorneys' fees. including fees for use of in-house counsel by a Party. 7. RESOLUTION OF CONSTRUCTION CLAIMS: Claims by Contractor in the amount of $375.000 or less shall be made by Contractor and processed by the City pursuant to the provisions of Part 3, Chapter 1, Article 1.5 of the Public Contract Code (commencing with Section 20104). CD 1 All claims shall be in writing and include the documents necessary to substantiate the claim. Nothing in subdivision (a) of Public Contract Code Section 20104.2 shall extend the time limit or supersede the notice requirements provided in this case from filing claims by Contractor. 8. ELIGIBILITY OF CONTRACTOR/SUBCONTRACTOR: Contractor and all of its subcontractors shall abide by California Public Contract Code, Section 6109, and California Labor Code Sections 1777.1 and/or 1777.7, and certify that they are not debarred and are eligible to work on this project. 9. ASSIGNMENT OF AGREEMENT: No assignment by a Party of any rights or interests under this Contract shall be bindine, on another Party without the written consent of the Party sought to be bound. 10. SUCCESSORS AND ASSIGNS: City and Contractor each binds itself and their respective successors and assigns in respect to all covenants, agreements, and obligations contained in the rn Contract Documents. 11. SEVERABILITY: Any provision or part of the Contract documents held to be void or unenforceable under any law or regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon City and Contractor. CD2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first written above. City of Redlands (SEAL) (Ow-ner) By: Mayor, Ci y of Redlands, County of San Bernardino, California ATTEST: City Clerk,tify f Redlands County of San Bernardino, California (SEAL) Name of Contra for By: Signat re of Au orized Agent Of-I Title Signature of Authorized Agent(if necessary) Title Contractor's License No. CD 3 WORKER'S COMPENSATION INSURANCE CERTIFICATION Description of Contract: City of Redlands Municipal Utilities& Engineering Department HIGHLINE WATER MAIN REPLACEMENT, PHASE 1 Project No. 71325 Labor Code, Section 3700,provides, in part that: "Every employer except the State shall secure the payment of compensation in one or more of the following ways: (a) By being insured against liability to pay compensation in one or more insurer duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations a certificate of consent to self-insure, either as an individual employer, or as one employer in a group of employers which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his or her employees. I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this contract. (Labor Code section 1861) Dated this-02- day ofa--/o6v,�- 2013. tractor) (Sig re) V (Official Title) (SEAL) (Labor Code Section 1861 provides that the above certificate must be signed and filed by the t-In Contractor with the Owner prior to performing the work of the contract.) CD 4 BOND NUMBER 024049307 EXECUTED IN DUPLICATE PREMIUM: $25,563.00 FAITHFUL PERFORMANCE BOND Whereas,the City of Redlands ("City"), State of California, and MCC Equipment Rentals, Inc. (hereinafter designated as"Principal")have entered into an agreement dated P7 f% - 5&gL, 2013 ("Agreement") whereby Principal agrees to install and complete certain public improv ements (the "Workl, which said Agreement is identified as HIGHLINE WATER MAIN REPLACEMENT, PHASE 1,PROJECT NO.71325 and is hereby referred to and made a part hereof,and Whereas, said Principal is required under the terms of the Agreement to furnish a bond for the. faithful performance of the Agreement, now, therefore, we, the Principal and THE OHIO CASUALTY INSURANCE COMPANY .as Surety, are held and firmly bound unto the City in the penal sum of two million two hundred six thousand three hundred twenty one dollars and twenty cents ($2,206,321.20) lawful money of the United States, for the payment of which sum we bind ourselves, and our heirs, successors,executors and administrators,jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded Principal, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the Agreement and any alteration thereof made as therein provided, on his or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall faithfully fulfill the one-year guarantee of all materials and workmanship, and shall defend, indemnify and save harmless the City and its elected officials, officers, agents and employees, as therein stipulated,then this obligation shall become null and void;otherwise it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including,reasonable attorneys' fees, incurred by the City in successfully enforcing such obligations, all to be taxed as costs and included in the judgment rendered. As a condition precedent to the satisfactory completion of the Agreement,the above obligation shall hold good for a period of one (1)year or longer if required by the Agreement after the acceptance of the work by the City, during which time if the Principal shall fail to make fiffl, complete, and satisfactory repair and replacements and totally protect the City from loss or damage made evident during this period from the date of completion of the Work, and resulting from or caused by defective materials or faulty workmanship, the above obligation in penal sum thereof shall remain in full force and effect. The obligations of Surety hereunder shall continue so long as any obligation of the Principal remains. Whenever the Principal shall be, and is declared by the City to be, in default under the Agreement, the City having performed the City obligations thereunder, the Surety shall promptly remedy the default,or shall promptly,at the City's option: 1. Complete the Agreement in accordance with its terms and conditions; or 2. Obtain a bid or bids for completing the Agreement in accordance with its terms and conditions,and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a contract between such bidder and the City, and make available as work progresses sufficient funds to pay the cost of completion of the Work less the balance of the Agreement price, but not CD 5 exceeding, including other costs and damages for which Surety may be liable hereunder, the amount set forth above. The term "balance of the Agreement price," as used in this paragraph, shall mean the total amount payable to the Principal by the City under the Agreement and any modifications thereto, less the amount previously properly paid by the City to the Principal. Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Principal. Surety shall not utilize the Principal in completing the Agreement nor shall Surety accept a bid from the Principal for completion of the Work if the City, when declaring the Principal in default, notifies Surety of the City's objection to the Principal's further participation in the completion of the Work. No right of action shall accrue on the bond to or for the use of any person or corporation other than the City named herein or the successors or assigns of the City. Any suit under this bond must be instituted within the applicable statute of limitations period. The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work to be performed thereunder or the Specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. No final settlement between the City and the Principal shall abridge the right of any beneficiary hereunder whose claim may be unsatisfied. The Principal and Surety agree that if the City is required to engage the services of any attorney in connection with the enforcement of this bond, each shall pay the City's reasonable attorneys' fees incurred,with or without suit in addition to the above sum. The Surety hereby stipulates and agrees that no change, extension of time alteration or addition to the terms of the Agreement or to the Work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change,extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications, In witness whereof, this instrument has been duly executed by the Principal and Surety above named,on SEPTEMBER 23, 2013. (SEAL) (SEAL) MCC EQUIPMENT RENTALS, INC. THE OHJO CASUALTY INSURANCE COMPANY (Contractor) T ty)"X S BY: 1, Ve VY (Signature) MICHAEL STONG (Sie) ATTORNEtLIN-PACT Address: 4850 Ant#T(ON AVE. , (Seal and Notarial Acknowledgement of Surety) RIVERSIDE, CA 92504 Telephone: (951 ) 343-0382 CD 6 A�L''yIFO ALL-PURPOSE CERTIFIATE OF ACKNOWLEDGMENT € State of California I County of RIVERSIDE i On before me, R. NAPPI "NOTARY PUBLIC" (Here insert name and title of the officer) personally appeared MICHAEL D. STONE { who proved to me on the basis of satisfactory evidence to be the persoR(8whose name(,6'islar-subscribed to the within instrument and acknowledged to me that he/sheAhey executed the same in hi authorized capacity0e4 and that by his/fwxAh4ir signature 'on the instrument the personX,or the entity upon behalf of which the person(s�acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. =R" WITNESS my hand and official seal. 'InCALIFORNIA 20I6 Signature of Notary Public (Notary Suit) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California mun contain verbiage exacih=as DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate ackntnrledgment farm mint be properly= completed and attached to that document. The only exception is tf a document is to be recorded outside of California.In such invarwim on},alternative (Title or description of attached document) acknowledgment verbiage as nrav be printed an such a daunt so tang as the verbiage does not require the natarr to do sometWing ilmt is illegal for a notary in California(Lecertifying the authon.ed capacity of the signer). Please cheek the (Title or description ofatatched document continued) document carefullyforproper notarial itordiug ad attach Omform if required. EE 1 * State and County information must be the State mid County where the document Number of Pages Document Date signers)personally appeared before the notary public for acknowledgment. * Crate of notarization must be the date that the signer(s)personally appeared.which _ __ must also be the same date the acknowledgment,is completed, (Additional informatiion) * The notary public must print his or her name as it appears within his or her commission followed by a comma and thea yvtw title(notary public). j * Prim the namets)of document signer(s)who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER * Indicate the correct singular or plural forms by crowing off incorrect forms(i,e. © Individual(g} he/she/ , is/ere)or circling the correct .Failure to correctly indicate this information may lead to rejection of document recording. • Corporate Officer * The notary seal impression must be clear and photographically reproducible. Impression must not cower text or lines,If seal impression smudges,re-seal if a ('Title) sufficient area permits,otherwise complete a different acknowledgment forth. El * Signature of the notary public must match the signature on rile with the office of l€ Pat ttter( ) the county clerk, El Attorney-m-Fact Additional information is not required but could help to ensure this 0 Trustee(s) acknowledgment is not misused ora to a different document, 0 Other v Indicate title or orric of attached docunuml,number of pages and date, Indicate the capacity claimed b the signer.If the claimed ca •'� p _ y finer. pacify is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). * Securely attach this document to the signed document z 20118 VerYion C,APA vl2.I0.07 800-973-4866 cwNvw.NotaryClasses.com EXECUTED IN DUPLICATE BOND NUMBER 024049307 PREMIUM INCLUDED IN PERFORMANCE BOND LABOR AND MATERIAL BOND Whereas, the City Council of the City of Redlands, State of California, and MCC Equipment Rentals, Inc. (hereinafter designated as "Principal") have entered into an agreement (the "Agreement") whereby Principal agrees to install and complete certain designated public improvements (the "Work!'), which said agreement,dated 1:141 + 2013, and identified as HIGHLINE WATER MAIN REPLACEMENT,PHASE 1,iROJECT NO. 71325 is hereby referred to and made a part hereof; and Whereas, under the terms of the Agreement, Principal is required before commending the performance of the Work, to file a good and sufficient Labor and Material bond with the City of Redlands to secure the claims to which reference is made in Title 3 (commencing with Section 9550) of Part 6 of Division 4 of the Civil Code of the State of California. Now, therefore, said Principal and the undersigned as corporate surety, are held firmly bound unto the City and all contractors, subcontractors, laborers, material men and other persons employed in the performance of the Agreement and referred to in the aforesaid Code of Civil Procedure in the sum of two million two hundred six thousand three hundred twenty one dollars and twenty cents ($2,206,321.20) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth,and also in case suit is brought upon this bond,will pay, in addition to the face amount thereof,costs and reasonable expenses and fees, including reasonable attorneys' fees,incurred by the City in successfully enforcing such obligation,to be awarded and fixed by the court,and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall insure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 3 (commencing with Section 9550)of Part 6 of Division 4 of theCivil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond. Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond,and it does hereby waive notice of any such change,extension of time, alteration or addition. In witness whereof,this instrument has been duly executed by the Principal and surety above named, on SEPTEMBER 23, _,2013. (SEAL) (SEAL) MCC EQUIP RENTALS, INC. THE Olf 0 CASUAL Pk IN)WRANCE COMPANY (Contractor) 19 1 re BY I I I I : {Signature) MICHAEL"D' STON­G (Si tune) ATTO -IN-FACT Address:'%, 4850 ARLINGTON AVE. , (Seat and Notarial Acknowledgement of Surety) RIVERSIDE, CA 92504 Telephone: (951 ) 343-0382 CD 7 CALIFORNIA ALL-PURPOSE CERTIFICATE OF ACKNOWLEDGMENT State of California I_ County of RIVERSIDE �= On before me, R. NAPPI "NOTARY PUBLIC" (Here insert name and title of the officer) I personally appeared MICHAEL D. STONG Iwho proved to me on the basis of satisfactory evidence to be the person,(8' whose name(41s/ary subscribed to the within instrument and acknowledged to me that he/she4ey executed the same in his/4eW*,e4r authorized capacity4e4 and that by his/her `r signatureKon the instrument the person ,or the entity upon behalf of which the personf'f acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 3, R. NAPPI COMM. WITNESS my and and official seat. YPUBLIC*CALIFORNIA �:RNERSIDEcotltatr 'My June 7,2016 Signature of Notary Public � (Nonan Seal) il ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM An} acknowledgment completed in California must contain verbiage exac141 as DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must he properly completed and attached to that document The only exception is tf a i document is to be recorded outside of California.In such instances,am,alternative (Title or description of attached document) acknowledgment verbiage as may be printed an etch a document so tong as the verbiage does not require the notary to do sarnething that is iffegal for a nanny in California(ie, certifyying the authored caparity of the signer). Please check the (Title or description of allwhcd docurttent continued) document carefully for proper notart`al it and aa-h dusform ff required. s Number of Pages Document Date * State and County information must be the State mut County where the document signer(s)personally appeared before the notary public far ackuosuledgment. * Crate of notarization must be the date that the signets)personally appeared which must also be the same date the acknowledgmerit is completed. (Additional information) * The notary public must print his or her name as it appears within his or her commission followed by a comma and then yaw title(notary public). * Print the names)of document signer(s)tato personally appear at the time of notarization, CAPACITY CLAIMER BY THE SIGNER * Indicate the correct singular or plural farms by craning off incorrect forms(i.c. helshef is late)or circling the correct farms.Failure to correctly indicate this g 0 Individual(s) information may lead to rejection of document recording. I D Corporate Officer * The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines.if seal impression smudges,re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form, t 0 Partner(s) • Signature of the notary public must match the signature on file with the office of 1 the county clerk. 0 Afforney-in-Fact Additional information is not nuluired but could help to ensure this �i D Trustee(s) acknowledgment is not misused or attached to a different document. 0 (alter Indicate title or type of attached docannern,number of pages and date. Indicate the capacity claimed by the signer.if the claitntil capacity is a corporate officer,indicate the title(i.e.CEO,CFO,secretary), * Securely attach this document to the signed document 2008 Version CAPA vl2.10-07 SOD-973-4853 Av%"v, otaryClasses.com THIS POWER OF ATTORNEY IS NOT VALID UNLESS IT IS PRINTED ON RED BACKGROUND. This Power of Attorney limits theactsof those named herein,and they have no authority to bind the Company except In the manner and to the extent herein stated. i Certificate No.5999718 6 American Fire and Casualty Company Liberty mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS:That American Fire&Casualty Company and The Ohio Casualty Insurance Company are corporations duly organized under the laws of the State of New Hampshire,that Liberty(Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and WestAmerican Insurance Company is a corporation duly organized under the laws of the State of Indiana{herein collectively called the"Companies"},pursuant to and by authority herein set forth,does hereby name,constitute and appoint, Jeremy Pendergast;Michael D.Stong Rosemary Nappi all of the city of Riverside state of CA each individually if there be more than one named,its true and lawful aftomey4n-fact to make,execute,seal,acknowledge and deliver,for and on its behalf as surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons, IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 20th day of February 2013 American Fire and Casualty Company The Ohio Casualty Insurance Company o Liberty Mutual Insurance Company 0 CL s c 3 West American Insurance Company By: P aSTATE OF WASHINGTON ss Gregory W.Davenport,Assistant Secretary _ COUNTY OF KiNG On this 20th day of Februarsj__ 2013 ,before me personally appeared Gregory W. Davenport,who acknowledged himself to be the Assistant Secretary of American 0 Fire and Casualty Company,Liberty Mutual Insurance Company,The Ohio Casualty Company and West American Insurance Company,and that he,as such,being authorized so to do, >,V) C execute the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. W > IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at Seattle,Washington,on the day and year first above written. b CL C By: O i KD Riley,Not44 Public N 41 C O G. C LThis Power ofAttorney is made and executer pursuant to and by authority of the following By-laws and Authorizations of American Fire and Casualty Company,The Ohio Casualty Insurance to c 04. Company,Liberty Mutual Insurance Company,and 1WestAmerican Insurance Company which resolutions are now in full force and effect reading as follows: e ARTICLE IV-OFFICERS-Section 12.Power of Attorney.Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President,and subject p ) to such limitation as the Chairman or the President may prescribe,shall appoint such attomeys-in-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal, , p acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Such attorneys-in-fact,subject to the limitations set forth in their respective E , powers of attorney,shall have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed,such instruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney-in-factunder > the provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. ARTICLE X111-Execution of Contracts-SECTION 5.Surety Bonds and Undertakings.Any officer of the Company authorized for that purpose in writing by the chairman or the president, > i and subject to such limitations as the chairman or the president may prescribe,shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Company to make,execute, L M p I seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Such attomeysan-fact subject to the limitations set forth in their 4-00 U respective powers of attorney,shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so Q o executed such instruments shall be as binding as if signed by the president and attested by the secretary. 4) Certificate of Designation-The President of the Company,acting pursuant to the Bylaws of the Company,authorizes Gregory W.Davenport,Assistant Secretary to appoint such fw_`- attorneys-in-fact as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Authorization-By unanimous consent of ny's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of tale Company,wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds;shall to valid and binding upon the Company with the same force and effect as though manually affixed. 1,David M,Carey,the undersigned,Assistant Secretary,of American Fire and Casualty Company,The Ohio Casualty Insurance Company,Liberty Mutual Insurance Company,and West American Insurance Company do hereby certify thatthe original power of attorney of which the foregoing is a full,true and correct copy of Power ofAttomeyexecuted by said Companies, 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 day oBy f F l; l David M.Carey,Assistant Secretary 1 3 s LMS 12873 092012 445 of 500