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HomeMy WebLinkAboutresolution.council.013-94 ~..' ". ", .. "'~ <e lie:" '" - 30 Ale;;.. RESOLUTION NO. 13 Series of 1994 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A SUPPLY PROCUREMENT AGREEMENT BETWEEN WAGNER EQUIPMENT COMPANY AND THE CITY OF ASPEN, COLORADO, AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council a supply procurement agreement between Wagner Equipment Company and the City of Aspen, a true and accurate copy of which is attached hereto as Exhibit "A"; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ASPEN, COLORADO: That the City Council of the City of Aspen hereby approves that supply procurement agreement between Wagner Equipment Company and the City of Aspen, a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager of the City of Aspen to execute said agreement on behalf of the City of Aspen. the INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on /8 day of ~ , 1994. ~ '- 13'~- A~ Joh S. Bennett, Mayor I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meeting held on the day hereinabove stated. i . / .,. . deL wllgncr.res (e ~ \t,. i"lt: ~. ..,~ -- SUPPLY PROCUREMENT AGREEMENT FOR CI1Y OF ASPEN BID NUMBER I994-IFM THIS AGREEMENT, made and entered into, this _ day ___ of 1994, by and between the City of Aspen, Colorado, hereinafter referred to as the "City" and WaqNer Equipment Co. . hereinafter referred to as the "Vendor." WITNESSETH, that whereas the City wishes to purchase ONE (J) ALL-WHEEL DRIVE. ARTICULATED MOTOR GRADER WITH SNOW WING. hereinafter called the UNIT(S), in accordance with the terms and conditions outlined in the Contract Documents and any associated Specifications, and Vendor wishes to sell said UNIT to the City as specified in its Bid. NOW, THEREFORE, the City and the Vendor, for the considerations hereinafter set forth, agree as follows: 1. Purchase. Vendor agrees to sell and City agrees to purchase the UNIT(S) as desclibed in the Contract Documents and more specifically in Vendor's Bid for the sum of One hundred sixty-three thousand six hundred Dollars ($ 163,684..00 eighty-four 2. Delivery. (FOB 1080 POWER PLANT RD. ASPEN, CO.) 3. Contract Documents. This Agreement shall include all Contract Documents as the same are listed in the Invitation to Bid and said Contract Documents are hereby made a part of this Agreement as if fully set out at length herein. 4. Warranties. (As desclibed in section headed TECHNICAL SPECIFICATIONS. 5. Successors and Assirms. This Agreement and all of the covenants hereof shall inure to the benefit of and be binding upon the City and the Vendor respectively and their agents, representatives, employee, successors, assigns and legal representatives. Neither the City nor the Vendor shall have the light to assign, transfer or sublet its interest or obligations hereunder without the wlitten consent of the other party. 6. Third Parties. This Agreement does not and shall not be deemed or construed to confer upon or grant to any third party or parties, except to parties to whom Vendor or City may assign this Agreement in accordance with the specific wlitten permission, any lights to claim damages or to bling any suit, action or other proceeding against either the City or Vendor because of any breach hereof or because of any of the terms, covenants, agreements or conditions herein contained. 7. Waivers. No waiver of default by either party of any of the terms, covenants or conditions hereof to be peiformed, kept and observed by the other party shall be construed, or operate as, a waiver of any subsequent default of any of the terms, covenants or conditions herein contained, to be peiformed, kept and observed by the other party. re....' F. ~\. -<.. \t , ~ ,..It... m' ~' ~. 8. Al!reement Made in Colorado. The parties agree that this Agreement was made in accordance with the laws of the State of Colorado and shall be so construed. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado. 9. Attomev's Fees. In the event that legal action is necessary to enforce any of the provisions of this Agreement, the prevailing party shall be entitled to its costs and reasonable attorney's fees. 10. Waiver of Presumvtion. This Agreement was negotiated and reviewed through the mutual efforts of the parties hereto and the parties agree that no construction shall be made or presumption shall arise for or against either party based on any alleged unequal status of the parties in the negotiation, review or drafting of the Agreement. 11. Certification Rel!:arding Debarment. Suspension. Ineliidbilitv. and VoluntafV Exclusion. Vendor certifies, by acceptance of this Agreement, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in any transaction with a Federal or State department or agency. It further certifies that prior to submitting its Bid that it did include this clause without modification in all lower tier transactions, solicitations, proposals, contracts and subcontracts. In the event that vendor or any lower tier participant was unable to certify to this statement, an explanation was attached to the Bid and was determined by the City to be satisfactory to the City. 12. Warranties Af!:Qinst Continl!:ent Fees. Gratuities. Kickbacks and Conflicts of Interest. Vendor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Vendor for the purpose of secUling business. Vendor agrees not to give any employee or former employee of the City .a gratuity or any offer of employment in connection with any decision, approval, disapprova~ recommendation, preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to this Agreement, or to any solicitation or proposal therefor. Vendor represents that no officia~ officer, employee or representative of the City during the term of this Agreement has or one (1) year thereafter sha.ll have any interest, direct or indirect, in this Agreement or the proceeds thereof, except those that may have been disclosed at the time City Council approved the execution of this Agreement. In addition to other remedies it may have for breach of the prohibitions against contingent fees, gratuities, kickbacks and conflict of interest, the City shall have the right to: 1. 2. Cancel this Purchase Agreement without any liability by the City; Debar or suspend the offending parties from being a vendor, contractor or sub-contractor under City contracts; Deduct from the contract price or consideration, or otlJe1wise recover, the 3. '.It'.'.... \".. \\ \, '< .'.','- a .\ 'i ~" lilt',. ~.. '\< - - 4. value of anything transferred or received by the Vendor; and Recover such value from the offending parties. 13. Termination for Default or for Convenience of City. The sale contemplated by this Agreement may be cancelled by the City prior to acceptance by the City whenever for any reason and in its sole discretion the City shall determine that such cancellation is in its best interests and convenience. 14. Fund Availability. Financial obligations of the City payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and othe/Wise made available. If this Agreement contemplates the City utilizing state or federal funds to meet its obligations herein, this Agreement shall be contingent upon the availability of of those funds for payment pursuant to the terms of this Agreement. 15. Citv Council Approval. If this Agreement requires the City to pay an amount of money in excess of $10,000.00 it shall not be deemed valid until it has been approved by the City Council of the City of Aspen. 16. Non-Discrimination. No discrimination because of race, color, creed, sex, marital status, affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or religion shall be made in the employment of persons to perform under this Agreement. Vendor agrees to meet all of the requirements of City's municipal code, section 13-98, pertaining to non- discrimination in employment. Vendor further agrees to comply with the letter and the spirit of the Colorado Antidiscrimination ACt of 1957, as amended, and other applicable state and federal laws respecting discrimination and unfair employment practices. 17. Integration and Modification: This written Agreement along with all Contract Documents shall constitute the contract between the parties and supersedes or incorporates any prior written and oral agreements of the parties. In addition, vendor understands that no City official or employee, other than the Mayor and City Council acting as a body at a council meeting, has authority to enter into an Agreement or to modifY the terms of the Agreement on behalf of the City. Any such Agreement or modification to this Agreement must be in writing and be executed by the parties hereto. 18. Authorized Representative. The undersigned representative of Vendor, as an inducement to the City to execute this Agreement, represents that he/she is an authorized representative of Vendor for the purposes of executing this Agreement and that he/she has full and complete authority to enter into this Agreement for the terms and conditions specified herein. IN WITNESS WHEREOF, The City and the Vendor, respectively have caused this Agreement to be duly executed the day and year first herein written in three (3) copies, all of which, to all intents and purposes, shall be considered as the original. tA. '. I. It.. . ~, "-'-, '.'..'It.' I \i!l --- FOR THE CITY OF ASPEN: By: AITEST: J~ C~, .- VENDOR: lJ~g:npr F.ql1ipmpnt Co. By, ~~ j,uS. Title. Attest: ~ ~ CZ- tZCtI'/) S>z,%~~_( . 0/ purchagr.biJ -.... \\. ..'....'.8. IX ""< a ~. PERFORMANCE I PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS: Bond #5789951 Th t th d . d Wagner Egnipment Co. a we, e un erslgne of America P . c.p I a d Safeco Insurance Company . as rm I a, n a corporation organized and existing under and by virtue of the laws of the State of _ Washinqton . and duly authorized to transact business In the State of Colorado, as Surety, are held and firmly bound unto the City of Aspen, Colorado, hereinafter referred to as the City in the penal sum of One hundred five thousand and nol100ths dollars ($ 105,000.00), lawful money of the United States of America, for the payment of which well and truly to be made the said Principal and the Surety do hereby bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by the presents as follows: The condition of the above obligation. is such that: WHEREAS, the said Principal has entered into a written Agreement with the City of Aspen, Colorado; for provision of ONE (1) ALL-WIJEEL DRIVE ARTICULATED MOTOR GRADER WITH SPECIFIED ATIACIIMENTS and said Agreement having provision pertaining to A FIRM GUARANTEED BUY-BACK OFFER under City of Aspen Bid No. 1994.1FM in conformity with the general conditions, and specifications referred to and made a part hereof, the same to all intents and purposes as if written at length herein, in which Agreement the said Principal has contracted to deliver the equipment as specified, perform specified maintenance work, provide certain parts, materials and services under certain specified conditions, and repurchase the equipment aftcr a specilied period if so required by the City, as specilied in said Agreement in accordallce with the terms hereof: NOW TliJ:j;KEFORE, THE CONDmONS OF THIS OBLIGATION are such that if the above Principal shall well, truly and faithfully perform in accordance with said Agreement and any alterations in and additions thercto and comply with all the terms and provisions thereof, and shall satisfy all claims and demands incurred by the Principal in the performance of said Agreement, then this obligation shall be void, otherwise to remain in full force and elTect, and Surety shall satisfY all claims and demands in the performance of said Agreement, and shall fully indemnifY and save harmless the City from all damages, claims, demands, expense and charge of every kind (including claims of patent infringement) arising from any act, omission, or neglect of said Principal, his agents, or emplo)'ees with relation to performance, or the lack thereof, under said agreementj and shall fully reimburse and repay to the City all costs, damages and expenses which they mny incur in making good any default based upon the failure of the Principal to fullill his obligation to furnish maintenance, repairs, or replacements for the full seven-year duration. of the Agreement provided in the specilications contained herein, or to honor repurchase agreements and a condition of the Bond shall be that the Principal shall promptly make payments of all amounts lawfully due to J\lanufacturers, Subcontractors andlor Suppliers for labor and materials used or performed in the prosecution of performance or work '-.. !1. Ie .$_..... \1. t~. provided for in the above Agreement and that the undersigned will indemnify and save harmless the City for the extent of any, and all payments in connection with the carrying out of such Agreement, then this obligation shall be null and void, otherwise it shall remain in full force and elTect. PROVIDED FUR'l'~l{, that if the said Principal fails to duly pay for any labor, materials, team hire, sustenance, provision, provender, gasoline, lubricating oils, fuel oils, gas, coal, or any other supplies or materials used or consumed by said Manufacturer, Subcontractor or Subcontractors in performance of the work contracted to be done, the Surety will pay the same in any amount as provided by law. PROVIDED FURTHER, that the Surety, for' value received, hereby stipulates and agrees that no change, extension of time, alteration, or addiHon to the terms of the Agreement or to the work to be performed thereunder, or the Specifications accompanying the same shall in anywise alTect its obligations of 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 the Specifications. PROVIDED FURTHER, that the obligation of SURElY hereunder may not be suspended, withdrawn, canceled or abridged in any way during the term hereof without prior written consent of Obligee and shall remain in elTect without regard to any claim of breach or nonpayment which may exist between SURElY and PRINCIPAL. IN WITNESS WllEREOF, said Principal and Surety have set their seals at Nashville, TN ,_ this 4th day of March lmt ad , 1994,A.D. Wagner Equipment Co. Principal (Vendor) BY'~. Attest: .' I / Safeco Insurance Como any of America Surety ~/ t (Accompany this bond with Attorney- , ", 1:/ in-fact's authority from the Surety BY: ~ on. / to execute bond, certified to include Beth M. ,Arps, AttorneYyin F~ct date of bond.) Attest: I/UJ;J.- -("C){. HXfO./J (SEAL) ~ SAFECOQi) tit ~, K;~e ALL BY THESE PRESENTS: POWER OF A TIORNEY SAFEeD INSURANCE COMPANY OF AMERICA GENERAL INSURANCE COMPANY OF AMERICA HOME OFFICE: SAFEeD PLAZA SEATTLE, WASHINGTON 98185 No. 6815 That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation, does each hereby appoint "'W. ROBERT MEOlING, JR.; LYNN A. MillER; WENOY l. lEAHY; JANICE O. PURVIS; JEFF C. PHilliPS; BETH M. ARPS; Nashvl I la. Tenn8sse8NMM..NMM.MM...........NMMM..W..M~.MM...M..M......MM.......... its true and lawful sltorney(s)-in-fact. with full llUthority to execute on its behalf fidelity and surety bonds or undertakings end other documents of a similar character issued in the course of its business, and to bind the respectivo company thereby. IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA end GENERAl INSURANCE COMPANY OF AMERICA have each executed .,d attested these presents this 24th day of March 19~ CERTIFICATE (A - Extract from the By-laws of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA: . Article V. Section 13. - FIDELITY AND SURETY BONDS . . . the President. any Vice President. the Secretary. end any Assistant Vice President appointed for that purpose by - the officer in charge of surety operations. shall each have authority to appoint individuals as attorneys-in-fact or under other appropriate titles with authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company in the course of its business . . . On any instrument making or evidencing such appointment. the signatures may be affixed by facsimile. On ...y instrument conferring suoh authority or on any bond or undertaking of the company, the seal. or a facsimile thereof. may be impressed or affixed or in any other manner reproduced; provided, however. that the seal shall not be necess.y to the validity of ...y such instrument or undertaking." Extract from 8 Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 2B. 1970. "On any certificate executed by the Secretary or ~ assistant secretary of the Company setting out (j) The provisions of Article V, Seotion 13 of the By-Laws, and (ji) A copy of the power-of-attorney appointment executed pursuant thereto, ...d (iii) Certifying that said power-of-attorney appointment is in full force .,d effect. the signature of the certifying officer may be by facsimile. .,d the seal of the Company may be a facsimile thereof." I. R A. Pierson. Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby oertify that the foregoing extracts of the By-Laws .,d of . Resolution of the Board of Direotors of these corporations. ...d of a Power of Attorney issued pursuant thereto, are true and correct. and that both the By-Laws, the Resolution and the Power of Attorney are still in full force and effect IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation this 4th day of March 19~ Ie.... v' '\" S.974/EP '/93 CD> Aeulat.r.d tr.demark of SAFECO Corporation.. @..e.. ~ ,;~ '.'.'.'It..: '''' 'Ii' "". 'It.,. 1\ C \. ~< PERFORMANCE I PAYMENT BOND Bond #5789952 KNOW ALL MEN BY THESE PRESENTS: That we, the undersigned Wagner Equipment Co. of America . as Principal, and Safeco Insurance Company a corporation organized and existing under and by virtue of the laws of the State of_ Washington, and duly authorized to transact business in the State of Colorado, as Surety, are held and firmly bound unto the City of Aspen, Colorado, hereinafter referred to as the City in the penal sum of One thousand four hundred thirty and. noflOOths dollars ($ 1,430,00). lawful money of the United States of America, for the payment of which well and truly to be made the said Principal and the Surety do hereby bind ourselves, our heirs, executors, administrators,' successors and assigns, jointly and severally, firmly by the presents as follows: The condition of the above obligation is such that: WHEREAS, the said Principal has entered into a written Agreement with the City of Aspen, Colorado, for provision of ONE (1) ALL-WITEEL DRIVE ARTICULATED MOTOR GRADER WITII SPECIFIED ATfACIIMENTS and said Agreement having provision pertaining to A FIRM GUARANTEED MAXIMUM..COST OF REPAIRS under City of Aspen Bid No. 1994.1FM in conformity with the general conditions, and specifications referred to and made a part hereof, the same to all intents and purposes as if written at length herein, in which Agreement the said Principal has contracted to deliver the equipment as specified, perform specified maintenance work, provide certain parts, materials and services under certain specified conditions, and repurchase the equipment after a specified period if so required by the City, as specified in said Agreement in accordance with the terms hereof: NOW THEREFORE, TIIE CONDITIONS OF TIllS OBLIGATION are such that if the above Principal shall well, truly and faithfully perform in accordance with said Agreement and any alterations in and additions thereto and comply with all the terms and provisions thereof, and shall satisfy all claims and demands incurred by the Principal in the performance of said Agreement, then this obligation shall be void, otherwise to remain in full force and efTect, and Surety shall satisfy all claims and demands in the performance of said Agreement, and shall fully indemnify and save harmless the City from all damages, claims, demands, expense and charge of every kind (including claims of patent infringement) arising from any act, omission, or neglect of said Principal, his agents, or employees with relation to performance, or the lack thereof, under said agreement; and shall fully reimburse and repay to the City all costs, damages and expenses which they may incur in making good any default based upon the failure of the Principal to fulfill his obligation to furnish maintenance, repairs, or replacements for the full seven-year duration of the Agreement provided in the specifications contained herein, or to honor repurchase agreements and a condition of the Bond shall be "that the Principal shall promptly make payments of all amounts lawfully due to ManufaCturers, Subcontractors and/or Suppliers "'I) """. ~i Y",,- "It. ,~t , e..t' \\ ~.. for labor and materials used or performed in the prosecution of performance or work provided for in the above Agreement and that the undersigned will indemnifY and save harmless the City for the extent of any 'and all payments in connection with the carrying out of such Agreement, then this obligation shall be null and void, otherwise it shall remain In full force and effect. PROVIDED FURTHJj;R, that if the said Principal falls to duly pay for any labor, materials, team hire, sustenance, provision, provender, gasoline, lubricating oils, fueJoils, gas, coal, or any other supplies or materials used or consumed by said Manufacturer, Subcontractor or Subcontractors in performance of thc work contracted to bc done, the Surety will pay the same in any amount as provided by law. . PROVIDED FURTIIER, that thc Surety, for value rcceived, hereby stipulatcs and agrccs that no change, extcnsion of time, alteration, or addition to the terms of thc Agrecmcnt or to thc work to be performed thereunder, or the Specifications accompanying the same shall in anywise alTect its obligations of this Bond, and it docs hcreby waive notice of any such change, extension of time, alteration, or addition to the terms of thc Agrecment or to the work, or the Spccifications. PROVIDED FURTHER, that the obligation of SURElY hereunder may not be suspended, withdrawn, canceled or abridged in any way during the term hereof without prior written consent of Obligec and shall remain in elTeet without regard to any claim of breach or nonpayment which may exist bctween SURI;1Y and PRINCIPAL. IN WITNESS WIIEREOF, said Principal and Surety have set their seals at Nashville, TN ,_ this 4th day of March lBrl; ail , 1994,A.D. Wagner Equipment Co. Principal (Ve dor) By: & Attest: .. Safeco Insurance Company of America ~ Surety /1. (Accompany this bond with Attorney- M . // l ;j in-fact's authority from the Surety BY: . ~ 111 '''l:if to execute bond, certified to include Beth M. Arps, Atto.7'JY in Fact' date of bond.) Attest: Y~'~.I::J~ (SEAL) @) SAFECO@ ,lit. G 1<1'-.. ALL BY THESE PRESENTS: POWER OF A TIORNEY SAFECO INSURANCE COMPANY OF AMERICA GENERAL INSURANCE COMPANY OF AMERICA HOME OFFICE: SAFECO PLAZA SEATTLE, WASHINGTON 98185 No. 6815 That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY 01' AMERICA, each a Washington corporation, does each hereby appoint "'W. ROBERT MEDLING. JR.; LYNN A. MILLER; WENDY L. LEAHY; JANICE O. PURYIS; JEFF C. PHILLIPS; BETH M. ARPS; Nashvl I Ie, Tenne55ge....................................*........M............... its true and lawful atlorney(s)-in-facl with full authority to execute on its behalf fidelity WId surety bonds or underUlk.ings and other documents of a similar character issued in the course of its business, .,d to bind the respective company thereby. IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed and attested these presents this 24th day of March 19~ CERTIFICATE 'ilt d~' 11{\ -"- Extract from the By-Laws of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA: . Article V, Section 13. - FIDELITY AND SURETY BONDS . . . the President. any Vice President. the Secretary. and any Assistant Vice President appointed for that purpose by the officer in charge of surety operations, shall each have authority to appoint individuals as attorneys-in-fact or under other appropriate titles with authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company in the course of its business . . . On any instrument making or evidencing such appointment. the signatures may be affixed by facsimile. On any instrument conferring such authority or on any bond or undertaking of the company, the seal. or I facsimile thereof. may be impressed or affixed or in any other manner reproduced; provided. however. that the 98al shall not be necessary to the validity of any such instrument or undertaking." Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 2B. 1970. .On any certificate executed by the Secretary or an assistant secretary of the Company setting out, m The provisions of Article V. Section 13 of the By-Laws. and (ii) A copy of the power-of-attorney appointment, executed pursuant thereto. .,d Wi) Certifying that said power-of-attorney appointment is in full force and effect, the signature of the certifying officer may be by facsimile. and the seal of the Company may be a facsimile thereof.... I, R. A. Pierson. Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby certify that the foregoing extracts of the By-Laws .,d of I Resolution of the Board of Directors of these corporations.. and of a Power of Attorney issued pursuant thereto. are true and correct 8"Id that both the By-Laws. the Resolution and the Power of Attorney lIl"e still in full force and effect IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation this 4th day of March 19~. ~.-. ''II' S.974/EP 1/93 @ Regls1ered trademark of SAFECO Corporation. -. tf l'.,... 't """ we'. . '-\ V '< It I - - PERFORMANCE / PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS: Bond #5789953 That we, the undersigned Wagner Equipment Co_ of America . as Principal, and Safeco Insurance Company . a corporation organized nnd existing undcr nnd by virtue of the laws of the State of_ Washington, and duly authorized to transact business in the State of Colorado, as Surety, are held and firmly bound unto the City of Aspen, Colorado, hereinafter referred to as the City in the penal sum of Twn thousand three hundred two and n01100ths dollars ($ 2,302.00). lawful money of the Unitcd Statcs of America, for the payment of which well and truly to be made the said Principal and the Surety do hereby bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by the presents as follows: The condition of the above obligation is such that: WIIEREAS, the said Principal has entercd into a "Titten Agrcemcnt with the City of Aspen, Colorado, for provision of ONE (1) ALL-WIlEEL DRIVE ARTICULATED MOTOR GRADER WITH SPECIFIED ATIACIIMENTS and said Agreement having provision pertaining to A FIRM GUARAN'fEED MAXIMUM COST OF MAINTENANCE under City of Aspen Bid No. 1994.IHl in conformi!)' with the .gcneral conditions, and specifications rcferrcd to and made a part hereof, the same to all intcnts and purposes as if written at length hercin, in which Agreement the said Principal has contracted to dcliver the cquipmcnt liS spccified, pcrform spccified maintcnance work, provide certain parts, materials and serviccs undcr certain spccified conditions, and repurchase the equipment after a specified pcriod if so required by the City, as specified in said Agreement in accordance with the terms hercof: NOW TIIEREFORE, TIlE CONDITIONS OF TillS OBLIGATION are such that if thc above Principal shall well, truly and faithfully pcrform in accordance with said Agrcemcnt and any alterations in ~nd additions thereto and comply with all the terms and provisions thereof, and shall satisfy all claims and demands incurred by the Principal in the performance of said Agreement, then this obligation shall be void, otherwise to remain in full force and efTect, and Surety shall satisfy all claims and dcmands in the performance of said Agreement, and shall fully indemniry and savc harmless the City from all damages, claims, demands, expcnse and charge of evcry kind (including claims of patent infringcment) arising from any act, omission, or neglcct of said Principal, his agents, or employees with relation to pcrformance, or the lack thereof, under said agreemcnt; and shall fully reimburse and repay to the City all costs, damages and expcnses which they may incur in making good any default bascd upon thc failurc of thc Principal to full1l1 his obligation to furnish maintenance, rcpairs, or replacements. ror the full scven-ycar duration of the Agrccmcnt provided in the specifications contain~d h~r~in, or to honor rcpurchase agreements and a condition of the Bond shall be that the Principal shall promptly make payments of all amounts lawfully due to Manufacturers, Subcontractors and/or Suppliers .;.- --~. -,,_,~-~"-.._.~ ~ -.~.~.JJI!!t__ _, ,>.I.\l\l~,.,;,.....;l.....~,....____....~~~"""".'-' ~.,.............:t>I\~ i,l- ~. (. $'e.... \\ .,' '\:< for labor and materials used or performed in the prosecution of performance or work provided for in the above Agreement and that the undersigned will indemnify and save harmless the City for the extent of any and all payments in connection with the carrying out of such Agreement, then this obligation shall be null and void, otherwise it shall remain in full force and effect. PROVIDED FURTHER, that if the said Principal fails to duly pay for any labor, materials, team hire, sustenance, provision, provender, gasoline, lubricating oils, fuel oils, gas, coal, or any other supplies or materials used or consumed by said Manufacturer, Subcontractor or Subcontractors in performance of the work contracted to be done, the Surety will pay the same in any amount as provided by law. PROVIDED FURTHER, that the 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 anywise affect its obligations of 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 the Specifications. PROVIDED FURTHER, that the obligation of SURETY hereunder may not be suspended, withdrawn, canceled or abridged in any way during the term hereof without prior written consent of Obligee and shall remain in effect without regard to any claim of breach or nonpa~'ment which may exist between SURETY and PRINCIPAL. IN WITNESS WIIEREOF, said Principal and Surety have set their seals at Nashville, TN ,. this 4th day of March Iml> ml , 1994,A.D. Wagner Equipment Co. Safeco Insurance Company of America .,: ..' ./~ (Accompany this bond with Attorney. in.fact's authority from the Surety BY: to execute bond, certified to include Beth M. Arps! ~ rn~:>; in .Fact date of bond.) Attest: . t ' PCU'v..o (SEAL) ~ECO@ }')_ ALL BY THESE PRESENTS: That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation. does each hereby appoint "'W. ROBERT MEDLING. JR.; LYNN A. MILLER; WENDY L. LEAHY; JANICE O. PURVIS; JEFF C. PHILLIPS; BETH M. ARPS; N6Shvl I Ie. Tennessee..M""""""""""""K"M"M""""M""""""""""M"M"""""".MMHHMMHHMMMMH... POWER OF A TIORNEY SAFECO INSURANCE COMPANY OF AMERICA GENERAL INSURANCE COMPANY OF AMERICA HOME OFFICE: SAFECO PLAZA SEATTLE, WASHINGTON 98185 No. 6815 its true and lawful attorney(s}-in-fact with full authority to execute on its behalf fidelity and surety bonds or undertakings and other documents of 8 similar cha-actar issued in the course of its business. and to bind the respective company thereby. IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL .INSURANCE COMPANY OF AMERICA have each exeouted and attested these presents this 24th day of March 19 93 . CERTIFICATE . Extract from the By-Laws of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA: . Article V. Section 13. - FIDELITY AND SURETY BONDS . . . the Presidenl any Vice Presidenl the Secretary. and any Assistant Vice President appointed for that purpose by the officer in charge of surety operations. shall each have authority to appoint individuals as attorneys-in-fact or under other appropriate titles with authority to execute on behalf of the company fidelity and surety bonds and other documents of simil.. character issued by the company in the course of its business . . . On any instrument making or evidencing such appointment the signatures may be affixed by facsimile. On any instrument conferring such authority or on any bond or undertaking of the company. the seal. or a facsimile thereof. may be impressed or affixed or in any other manner reproduced; provided. however. that the seal shall not be necessary to the validity of any such instrument or undertaking." Extract from a Resolution of the Bo...d of Directors of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 2B. 1970. "On my certificate executed by the Secretary or an assistant secretary of the Company setting out (j) The provisions of Article V. Section 13 of the By-Laws. and (ii) A copy of the power-of-attorney appointment executed pursuant thereto. and (iii) Certifying that said power-of-attorney appointment is in full force and effect the Signature of the certifying officer may be by facsimile. and the seal of the Company may be a facsimile thereof." I. R A. Pierson. Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby certify that the foregoing extracts of the By-Laws ...d of . Resolution of the Board of Directors of these corporations. and of a Power of Attorney issued pursuant thereto. are true and correct and that both the By-Laws. the Resolution and the Power of Attorney ..e still in full force .,d effect. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation this 4th day of March 192. ,i. Iff' Ii ,. S-974/EP 1/93 @ RClglstered tredemark of SAFECO Corporetlon.