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Home My WebLink About20251353.tiffConk va C,klakci5t 1 AGREEMENT FOR CONSTRUCTION SERVICES BETWEEN WELD COUNTY AND ADIONA TRANSPORTATION SERVICES FOR CONFLICT WARNING SYSTEMS AT TWO LOCATIONS PROJECT THIS AGREEMENT is made and entered into this ( (0 1 day of Jt1 , 2025, by and between the Board of Weld County Commissioners, on behalf of the Public Works Department hereinafter referred to as "County," and Adiona Transportation Services hereinafter referred to as "Contractor". WHEREAS, County desires to retain Contractor to perform construction services as required by County and set forth in the attached Exhibits; and WHEREAS, Contractor is willing to perform and has the specific ability, qualifications, and time to perform the required construction services to provide the services according to the terms of this Agreement; and WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the equipment, materials and services as set forth below. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in the Exhibits, each of which forms an integral part of this Agreement and are incorporated herein. The parties each acknowledge and agree that this Agreement, including the attached Exhibits, define the performance obligations of Contractor and Contractor's willingness and ability to meet those requirements (the "Work"). If a conflict occurs between this Agreement and any Exhibit or other attached document, the terms of this Agreement shall control, and the remaining order of precedence shall be based upon order of attachment. Exhibit A consists of County's Request for Bid (RFB) as set forth in Bid B2500063. Exhibit B consists of Contractor's Response to County's Request for Bid B2500063. 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Work and agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the Work described in the attached Exhibits. Contractor shall faithfully perform the Work in accordance with the standards of professional care, skill, training, diligence and judgment provided by highly competent Contractors performing construction services of a similar nature to those described in this Agreement. Contractor shall further be responsible for the timely completion and acknowledges that a failure to comply with the standards and requirements of Work within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. Form Revision 3-2025 eor�ae�-� aorc�LoA lo/75 - c c % OnbaSe (PLO pu.VanaS1ng lonlci25 2025 - 1353 eel U UcK6 3. Term. The term of this Agreement begins upon the date of the mutual execution of this Agreement and shall continue through and until Contractor's completion of the responsibilities described in the attached Exhibits. Both parties to this Agreement understand and agree that the laws of the State of Colorado prohibit County from entering into Agreements which bind County for periods longer than one year. This Agreement may be extended upon mutual written agreement of the Parties. In its sole discretion, the County, by the Director of the Department of Public Works or his or her designee, may extend the time for the Contractor to complete the service or work, by not more than thirty (30) days. Such extension shall not increase the compensation to be paid to the Contractor nor change any other term herein. 4. Termination; Breach; Cure. County may terminate this Agreement for its own convenience upon thirty (30) days written notice to Contractor. Either Party may i terminate this Agreement upon material breach of the other party, however the breaching party shall have fifteen (15) days after receiving such notice to cure such breach. Upon termination, County shall take possession of all materials, equipment, tools and facilities owned by County which Contractor is using, by whatever method it deems expedient; and, Contractor shall deliver to County all drawings, drafts, or other documents it has completed or partially completed under this Agreement, together with all other items, materials and documents which have been paid for by County, and these items, materials and documents shall be the property of County. Copies of work product that is incomplete at the time of termination shall be marked "DRAFT -INCOMPLETE." If this Agreement is terminated by County, Contractor shall be compensated for, and such compensation shall be limited to, (1) the sum of the amounts contained in invoices which it has submitted and which have been approved by the County; (2) the reasonable value to County of the services which Contractor provided prior to the date of the termination notice, but which had not yet been approved for payment; and (3) the cost of any work which the County approves in writing which it determines is needed to accomplish an orderly termination of the work. County shall be entitled to the use of all material generated pursuant to this Agreement upon termination. Upon termination of this Agreement by County, Contractor shall have no claim of any kind whatsoever against the County by reason of such termination or by reason of any act incidental thereto, except for compensation for work satisfactorily performed and/or materials described herein properly delivered. 5. Extension or Amendment. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. Accordingly, no claim that the County has been unjustly enriched by any additional services, whether there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. If written authorization and acknowledgment by the County for such additional services is not timely executed and issued in strict accordance with this 2 Agreement, Contractor's rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. In the event the County shall require changes in the scope, character, or complexity of the work to be performed, and said changes cause an increase or decrease in the time required or the costs to the Contractor for performance, an equitable adjustment in fees and completion time shall be negotiated between the parties and this Agreement shall be modified accordingly by Change Order. Any claims by the Contractor for adjustment hereunder must be made in writing prior to performance of any work covered in the anticipated Change Order. Any change in work made without such prior Change Order shall be deemed covered in the compensation and time provisions of this Agreement. 6. Compensation/Contract Amount. Upon Contractor's successful completion of the Work, and County's acceptance of the same, County agrees to pay an amount not to exceed $157,875.00, as set forth in Exhibits. No payment more than that set forth in the Exhibits will be made by County unless a Change Order authorizing such additional payment has been specifically approved by Weld County. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the service for which payment was made did not perform as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith retum such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. Unless expressly enumerated in the attached Exhibits, Contractor shall not be entitled to be paid for any other expenses (e.g. mileage). Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 7. Independent Contractor. Contractor agrees that it is an independent contractor and that Contractor's officers, agents or employees will not become employees or agents of County, nor entitled to any employee benefits (including unemployment insurance or workers' compensation benefits) from County because of the execution of this Agreement. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Any provisions in this Contract that may appear to give the County the right to direct Contractor as to details of doing work or to exercise a measure of control over the work mean that Contractor shall follow the direction of the County as to end results 3 of the work only. The Contractor is obligated to pay all federal and state income tax on any moneys earned or paid pursuant to this contract. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of this Work without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the Work during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Work. Contractor shall require each subcontractor, as approved by County and to the extent of the Work to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. 9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall become or remain (as applicable), the property of County. In addition, all reports, data, plans, drawings, records and computer files generated by Contractor in relation to this Agreement and all reports, test results and all other tangible materials obtained and/or produced in connection with the performance of this Agreement, whether such materials are in completed form, shall at all times be considered the property of the County. Contractor shall not make use of such material for purposes other than in connection with this Agreement without prior written approval of County. 10. Confidentiality. Confidential information of Contractor should be transmitted separately from non -confidential information, clearly denoting in red on the relevant document at the top the word, "CONFIDENTIAL". However, Contractor is advised that as a public entity, Weld County must comply with the provisions of the Colorado Open Records Act (CORA), C.R.S. 24-72-201, et seq., about public records, and cannot guarantee the confidentiality of all documents. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this Agreement. 11. Warranty. Contractor warrants that the Work performed under this Agreement will be performed in a manner consistent with the professional construction standards governing such services and the provisions of this Agreement. Contractor further 4 represents and warrants that all Work shall be performed by qualified personnel in a professional manner, consistent with industry standards, and that all services will conform to applicable specifications. 12. Acceptance of Services Not a Waiver. Upon completion of the Work, Contractor shall submit to County originals of all test results, reports, etc., generated during completion of this work. Acceptance by County of reports, incidental material(s), and structures furnished under this Agreement shall not in any way relieve Contractor of responsibility for the quality and accuracy of the construction of the project. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor, and County's action or inaction when any such breach or default shall exist shall not impair or prejudice any right or remedy available to County with respect to such breach or default. No assent expressed or implied, to any breach of any one or more covenants, provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any other breach. Acceptance by the County of, or payment for, the Work completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance. Contractor must secure, before the commencement of the Work, the following insurance covering all operations, goods, and services provided pursuant to this Agreement, and shall always keep the required insurance coverage in force during the term of the Agreement, or any extension thereof, and during any warranty period. For all coverages, Contractor's insurer shall waive subrogation rights against County. The County requires that all policies of insurance be written on a primary basis, non-contributory with any other insurance coverages and/or self-insurance carried by the County. An excess liability policy or umbrella liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a "following form" basis. For all general liability, excess/umbrella liability, and professional liability policies, if the policy is a claims -made policy, the retroactive date must be on or before the contract date or the first date when any goods or services were provided to County, whichever is earlier. The Contractor agrees that the insurance requirements specified in this Agreement do not reduce the liability Contractor has assumed in the indemnification/hold harmless section of this Agreement. The insurance carrier shall provide a minimum of 30 days advance written notice to the County for cancellation, non -renewal, suspension, voided, or material changes to policies required under this Agreement. On all other policies, it is the Contractor's responsibility to give the County 30 days' notice if policies are reduced in coverage or limits, cancelled or non -renewed. However, in those situations where the insurance carrier refuses to provide notice to County, the Contractor shall notify 5 County of any cancellation, or reduction in coverage or limits of any insurance within seven (7) days or receipt of insurer's notification to that effect. The Contractor shall advise the County in the event any general aggregate or other aggregate limits are reduced below the required per occurrence limit. At their own expense, the Contractor will reinstate the aggregate limits to comply with the minimum requirements and shall furnish the County with a new certificate of insurance showing such coverage is in force. Subcontractors Contractors' certificate(s) shall include all subcontractors as additional insureds under its policies or subcontractors shall maintain separate insurance as determined by the Contractor, however, subcontractor's limits of liability shall not be less than $1,000,000 per occurrence / $2,000,000 aggregate. Acceptability of Insurers Insurance is to be placed with insurers duly licensed or authorized to do business in the state of Colorado and with an "A.M. Best" rating of not less than A -VII. The County in no way warrants that the above -required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency. Proof of Insurance Contractor shall provide to County a Certificate of Insurance (COI). The County, in its discretion, may accept other forms of proof of insurance. The Certificate of Insurance shall name "Weld County, Colorado, its elected officials, its subsidiary, associated and/or affiliated entities, successors, or assigns, employees, agents, and volunteers to be named as an additional named insured with respect to liability and defense of suits arising out of the activities performed by, or on behalf of the Contractor, including completed operations". In the County's sole discretion, the County may ask to examine a policy, an endorsement, or other proof of insurance if there is a question on coverage. Such examination is deemed confidential, and the document is not kept in the record, but simply examined to confirm coverage is present. Failure of the Contractor to fully comply with these requirements during the term of this Agreement may be considered a material breach of contract and may be cause for immediate termination of the Agreement at the option of the County. The County reserves the right to negotiate additional specific insurance requirements at the time of the contract award. Contractor shall provide coverage with limits of liability no less than those stated below: 6 Required Tapes of Insurance. 1) Workers' Compensation and Employer's Liability Insurance covering all the Contractor's employees acting within the course and scope of their employment. The policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act, AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers' Compensation) Statutory Coverage B (Employers' Liability) $ 100,000 $ 100,000 $ 500,000 2) Commercial General Liability Insurance including public liability and property damage covering all operations required by the Work. The policy shall be endorsed to include the following additional insured language: County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, departments, employees, agents, and volunteers shall be named as additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor, including completed operations." Such policy shall include minimum limits as follows: Each Occurrence $ 2,000,000 General Aggregate $ 4,000,000 Products/Completed Operations Aggregate $ 4,000,000 Personal Advertising Injury $ 2,000,000 Fire Damage (Any One Fire) $ 100,000 Medical Payments (Any One Person) $ 10,000 Completed Operations coverage must be kept in effect for up to the statute of repose after project completion. 3) Automobile Liability: Contractor's Automobile Insurance Policy shall include Minimum Limits as follows: Bodily Injury/Property Damage (Each Accident) $ 1,000,000 Bodily injury and property damage for any owned, hired, and non -owned vehicles used in the performance of this contract. 4) Professional Liability: Contractor shall maintain Professional Liability Insurance covering wrongful acts, errors and/or omissions, including design errors, if 7 applicable, for damage sustained by reason of or during operations under this Contract resulting from professional services provided by the Contractor as part of the Contract. The policy/coverages shall be amended to include the following: a. Coverage shall apply for three (3) years after project is complete. b. Policy is to be on a primary basis, if other professional coverage is carried. Per Loss Aggregate $ 2,000,000 $ 4,000,000 5) Umbrella or Excess Liability Insurance: Contractor shall maintain limits of $1,000,000 and shall become primary in the event the primary liability policy limits are impaired or exhausted. The policy shall be written on an Occurrence form and shall be following form of the primary. 6) Pollution Liability. Weld County requires this coverage whenever work at issue under this Contract involves potential pollution risk to the environment or losses caused by pollution conditions that may arise from the operations of the Contractor described in the Exhibits. The policy shall cover the Contractor's completed operations. Coverage shall apply to sudden and gradual pollution conditions resulting from the escape of release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, natural gas, waste materials, or other irritants, contaminants, or pollutants (including asbestos). If the coverage is written on a claims -made basis, the Contractor warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract; and that continuous coverage will be maintained, or an extended discovery period will be exercised for a period of three (3) years beginning from the time that work under this contract is completed. Minimum Limits: Per Loss Aggregate $ 1,000,000 $ 1,000,000 Additional Insurance Related Requirements No limitation of Liability: The insurance coverages specified in this Agreement are the minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract or decrease or limit any liability of Contractor. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the Work under by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it 8 deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contractor shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. Certification of Compliance with Insurance Requirements. The Contractor stipulates that it has met the insurance requirements identified herein. All insurers must be licensed or approved to do business within the State of Colorado, and unless otherwise specified, all policies must be written on a per occurrence basis. The Contractor shall provide the County with a Certificate of Insurance evidencing all required coverages, before commencing work or entering the County premises. The Contractor shall furnish the County with certificates of insurance (ACCORD) form or equivalent approved by the County as required by this Contract. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Contractor shall name the County, associated and/or affiliated entities, successors, or assigns; its elected officials, trustees, employees, agents, and volunteers as "Additional Insureds" for work that is being performed by the Contractor. Weld County and CDOT staff shall be named as additional insured, to the full limits of liability purchased by the Contractor even if those limits of liability are more than those required by this Contract. Upon request by the County, Contractor must provide a copy of the actual insurance policy and/or required endorsements effecting coverage(s) required by the Contract for examination for evidence of required coverages. Copies are not kept as a record, are deemed confidential, and are not subject to disclosure under Colorado's Open Records Act (CORA). All certificates and endorsements are to be received and approved by the County before work commences. Each insurance policy required by this Agreement must be in effect at or prior to commencement of work under this Agreement and remain in effect for the duration of the project, and for a longer period if required by other provisions in this Agreement. Failure to maintain the insurance policies as required by this Agreement or to provide evidence of renewal is a material breach of contract. Any modification or variation from the insurance requirements in this Agreement shall be made by the County Attorney's Office, whose decision shall be final. Such action will not require a formal contract amendment but may be made by administrative action. 14. Mutual Cooperation. The County and Contractor shall cooperate with each other in the collection of any insurance proceeds which may be payable in the event of any 9 loss, including the execution and delivery of any proof of loss or other actions required to effect recovery. 15. Indemnity. The Contractor agrees to indemnify, hold harmless and, not excluding the County's right to participate, defend County, its officers, agents, employees, associated and/or affiliated entities, successors, or assigns its elected officials, trustees, volunteers, and any jurisdiction or agency issuing permits for any work included in the project, from all suits and claims, including attorney's fees and cost of litigation, actions, loss, damage, expense, cost or claims of any character or any nature arising out of the work done in fulfillment of the terms of this Contract or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or court decree. It is the specific intention of the parties that the County shall, in all instances, except for claims arising solely from the negligent or willful acts or omissions of the County, be indemnified by Contractor from and against all claims. It is agreed that the Contractor will be responsible for primary loss investigation, defense, and judgment costs where this contract of indemnity applies. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the County, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers for losses arising from the work performed by the Contractor for the County. A failure to comply with this provision shall result in County's right to immediately terminate this Agreement. 16. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contractor to assign or transfer its rights hereunder without such prior approval by County shall, at the option of County, automatically terminate this Agreement and all rights of Contractor hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 17. Examination of Records. To the extent required by law, the Contractor agrees that any duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. The Contractor agrees to maintain these documents for three years from the date of the last payment received. 18. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 10 19. Notices. County may designate, prior to commencement of work, its project representative ("County Representative") who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to County Representative. All notices or other communications made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: a) personal service by a reputable courier service requiring signature for receipt; or b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a party at the address set forth in this contract; or c) electronic transmission via email at the address set forth below, where a receipt or acknowledgment is required by the sending party; or Either party may change its notice address(es) by written notice to the other. Notice shall be sent to: Contractor: Name: Kyle Christensen Position: Vice President Address: 6145 Broadway, Suite 8 Address: Denver, CO 80216 E-mail: kchristensen@adionats.com Phone: 720-375=6800 County: Name: Michael Bedell, P.E. Position: Senior Engineer Address: 1111 H Street Address: Greeley, CO 80632 E-mail: mbedell@weld.gov Phone: 970-400-3706 20. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 21. Non -Exclusive Agreement. This Agreement is nonexclusive, and County may engage or use other Contractors or persons to perform services of the same or similar nature. 22. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument 11 supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 23. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 24. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24-50-507. The signatories to this Agreement agree that to their knowledge, no employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. 25. Survival of Termination. The obligations of the parties under this Agreement that by their nature would continue beyond expiration or termination of this Agreement (including without limitation, the warranties, indemnification obligations, confidentiality, and record keeping) shall survive any such expiration or termination. 26. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 27. Non -Waiver. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Contract, the monetary limitations or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act §§ 24-10-101 et seq., as from time to time amended or otherwise available to the County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns; or its elected officials, employees, agents, and volunteers. No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental Immunity Act as applicable now or hereafter amended. 28. No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 12 29. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee. 30. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 31. No Employment of Unauthorized Aliens. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an unauthorized alien who will perform work under this Agreement (see 8 U.S.C.A. §1324a and (h)(3)) nor enter into a contract with a subcontractor that employs or contracts with an unauthorized alien to perform work under this Agreement. Upon request, contractor shall deliver to the County a written notarized affirmation that it has examined the legal work status of an employee and shall otherwise comply with all other requirements of federal or state law, including employment verification requirements contained within state or federal grants or awards funding public contracts. Contractor agrees to comply with any reasonable request from the Colorado Department of Labor and Employment during any investigation. If Contractor fails to comply with any requirement of this provision, County may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for actual and consequential damages. 32. Public Contracts for Services C.R.S. §8-17-101. For public contracts more than $500,000 annually, or for public contracts for road or bridge construction in excess of $50,000, Contractor certifies, warrants, and agrees that Colorado labor shall be employed to perform at least eighty percent of the work under this Contract. "Colorado labor" means any person who is a resident of the state of Colorado at the time of the public works project, who can provide a valid Colorado driver's license, a valid Colorado state -issued photo identification, or documentation that he or she has resided in Colorado for the last thirty days. The County, in its sole discretion, may waive the eighty percent requirement if there is reasonable evidence to demonstrate insufficient Colorado labor is available to perform the work, and this requirement would create an undue burden that would substantially prevent the work from proceeding to completion. [This section shall not apply to any project which is funded in whole or in part with federal funds, or where otherwise contrary to federal law in accordance with C.R.S. §8-17-107 and 2 C.F.R. §200.319(c).] 33. Attorney's Fees/Legal Costs. In the event of a dispute between County and Contractor, concerning this Agreement, the parties agree that each party shall be 13 14 responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 34. Binding Arbitration Prohibited: Weld County does not agree to binding arbitration by any extra judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. 35. Acknowledgment. County and Contractor acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibits A and B, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. CONTRACTOR: Adiona Transportation Solutions h By: Kathryn Dun Name: Kathryn Dunscomb Title: President 6/3/2025 Date of Signature WELD COUNTY: ATTEST: BOARD OF COUNTY COMMISSIONERS Weld County Clerk to the Board WELD COUNTY, COLORADO BY: Deputy Clerk to the Board U _� _ P Fry L. Buck, Chair JUN 1 6 2025 2015-135 Weld County Finance Department Purchasing Division 1301 North 17th Avenue Greeley, Colorado 80631 Construction - Invitation for Bid (IFB) Cover Sheet Bid Number: Title: Advertisement Date: Pre- Bid Meeting: Pre- Bid Location: Questions Due: Questions Posted: Questions email: Bid Due Date: Bid Delivery: For additional information: IFB Schedules B2500063 Conflict Warning Systems at Two Locations (CDOT #25763) April 18, 2025 May 1, 2025, at 1:00 PM. 1111 H Street, Greeley, Colorado May 9, 2025, at 1:00 PM. May 9, 2025, at 5:00 PM. bids@weld.gov May 14, 2025, at 1:00 PM, Purchasing's Clock Preferred email to bids@weld.gov or option to hand delivery to 1301 North 17th Avenue, Greeley, CO 80631 bids@weld.gov Documents Included in this Bid Package Schedule A: Bid Instructions Schedule B: Scope of Work Schedule C: Project Schedule Schedule D: Bid Form Schedule E: Insurance & Bonds Schedule F: Weld County Contract IFB Attachments Attachment 1 — Attachment 2 — Attachment 3 — Attachment 4 — All Bidders Required Forms Low Bidder Required Forms Special Provisions Drawings 11" x 17" Form Revision 12-2024 Table of Contents Construction - Invitation for Bid (IFB) Cover Sheet 1 Documents Included in this Bid Package 1 IFB Schedules 1 IFB Attachments 1 Table of Contents 2 Schedule A - Bid Instructions 3 Purpose/Background 3 Bid Advertisement 3 Bid Submission 3 Introductory Information 3 Cooperative Purchasing 4 Schedule B - Scope of Work 5 Project Overview 5 Method of Procurement 5 Delivery Method 5 Pricing Method 5 Schedule C - Procurement Schedule 6 Schedule D - Bid Response Form 7 Bid Submittal Instructions 7 Fees 7 Attestation 8 Schedule E — Insurance and Bonds 9 Insurance 9 Bonds 13 Insurance Mailing Information 13 Schedule F - Weld County Contract 14 Contractual Obligations 14 Weld County Standard Contract 14 Solicitation # B2500063 Page 2 Schedule A - Bid Instructions Purpose/Background The Board of County Commissioners of Weld County, Colorado, by and through its Purchasing Office (collectively referred to herein as, "Weld County"), wishes to purchase the following: Conflict Warning Systems at Two Locations A pre -bid conference will be held on May 1, 2025, at 1:00 PM at the Public Works Department at 1111 H Street, Greeley, Colorado. Bids will be received until: Mav 14, 2025, at 1:00 PM (Weld County Purchasing Time Clock). The submitted bids will be read over a Microsoft Teams Conference Call on May 14, 2025, at 1:30 PM. To join, call the phone number and enter the Conference ID provided below or you are invited to attend the bid opening in person at the Weld County Purchasing Conference Room, 1301 N. 17th Avenue, Greeley, CO 80631. Microsoft Teams Join the meeting now Meeting ID: 247 357 378 685 2 Passcode: u2WN2pE2 By Phone +1 720-439-5261„718742792# United States, Denver Phone conference ID: 718 742 792# Bid Advertisement You can find information concerning this request on the BidNet Direct website at https://www.bidnetdirect.com/ Weld County Government is a member of BidNet Direct. BidNet Direct is an on-line notification system which is being utilized by multiple non-profit and governmental entities. Participating entities post their bids, quotes, proposals, addendums, and awards on this one centralized system. Bid Submission 1. PREFERRED: email bids to bidsftweld.gov If your bid exceeds 25MB please upload your bid to https://www.bidnetdirect.com. The maximum file size to upload to BidNet Direct is 500 MB. If vendor does not desire email submission, sealed bids will be received at the Office of the Weld County Purchasing in the Weld County Building located at 1301 North 17th Avenue, Greeley, CO 80631 by the bid due date and time. 2. PDF format is required. Emailed bids must include the following statement on the email: "I hereby waive my right to a sealed bid". An email confirmation will be sent when your bid has been received. Please call Purchasing at 970-400-4222 or 4223 with any questions. Introductory Information 1. Bids shall be typewritten or written in ink on forms prepared by the Weld County Purchasing Division. Each bid must give the full business address of bidder and be signed by authorized person. Bids by partnerships must furnish the full names of all partners and must be signed with the partnership name by one of the members of the partnership or by an authorized representative, followed by the signature and title of the person signing. Bids by corporations Solicitation # B2500063 Page 3 must be signed with the legal name of the corporation, followed by the name of the state of the incorporation and by the signature and title of the president, secretary, or other person authorized to bind it in the matter. The name of each person signing shall also be typed or printed below the signature. A bid by a person who affixes to his signature the word "president," "secretary," "agent," or other title without disclosing his principal, may be held to be the bid of the individual signing. When requested by the Weld County Procurement Manager satisfactory evidence of the authority of the officer signing on behalf of a corporation shall be furnished. A power of attorney must accompany the signature of anyone not otherwise authorized to bind the Bidder. All corrections or erasures shall be initialed by the person signing the bid. All bidders shall agree to comply with all the conditions, requirements, specifications, and/or instructions of this bid as stated or implied herein. All designations and prices shall be fully and clearly set forth. All blank spaces in the bid forms shall be suitably filled in. Bidders are required to use the Proposal Forms which are included in this package and on the basis indicated in the Bid Forms. The Bid Proposal must be filled out completely, in detail, and signed by the Bidder. 2. Late or unsigned bids shall not be accepted or considered. It is the responsibility of the bidder to ensure that the bid arrives in the Weld County Purchasing Division on or prior to the time indicated in Section 1, entitled, "Notice to Bidders." Hard copy bids received prior to the time of opening will be kept unopened in a secure place. No responsibility will attach to the Weld County Procurement Manager for the premature opening of a bid not properly addressed and identified. Bids may be withdrawn upon written request to and approval of the Weld County Procurement Manager; said request being received from the withdrawing bidder prior to the time fixed for award. Negligence on the part of a bidder in preparing the bid confers no right for the withdrawal of the bid after it has been awarded. Bidders are expected to examine the conditions, specifications, and all instructions contained herein, failure to do so will be at the bidders' risk. 3. Weld County reserves the right to reject all bids, to waive any informality in the bids, to award the bid to multiple vendors, and to accept the bid that, in the opinion of the Board of County Commissioners, is to the best interests of Weld County. The bid(s) may be awarded to more than one vendor. 4. In submitting the bid, the bidder agrees that the signed bid submitted, all of the documents of the Invitation for Bid contained herein (including, but not limited to the product specifications and scope of services), the formal acceptance of the bid by Weld County, and signature of the Chair of the Board of County Commissioners, together constitutes a contract, with the contract date being the date of signature by the Chair of the Board of County Commissioners. Cooperative Purchasing Weld County encourages cooperative purchasing to assist other agencies to reduce their cost of bidding and to make better use of taxpayer dollars through volume purchasing. Vendor(s) may, at their discretion, agree to extend the prices and/or terms of the resulting award to other state or local government agencies, school districts, or political subdivisions in the event they would have a need for the same product/service. Usage by any entity shall not have a negative impact on Weld County in the current term or in any future terms. Solicitation # B2500063 Page 4 Schedule B - Scope of Work Project Overview Weld County is seeking bids for construction of Conflict Warning Systems at Two Locations. • SH392/WCR43Intersection. • WCR17/WCR38Intersection. Method of Procurement Invitation for Bid (IFB): is a procurement method often referred to as a sealed bid solicitation. When issued, the bid package is considered complete for bidding purposes. Responsiveness to the solicitation's terms and conditions are required. Incomplete or non -responsive bids will be eliminated from consideration. Low price is the key consideration by Weld County in awarding an IFB contract. Delivery Method Design -Bid -Build (DBB): Design -Bid -Build (DBB) is the traditional project delivery method in which County either designs or retains a designer to furnish complete design services. Then solicits bids (advertises) and awards a separate construction contract based on the designer's completed construction documents. In DBB, the agency "owns" the details/risks of design during construction and as a result, is responsible for the cost of any errors or omissions encountered in construction. Pricing Method Unit Pricing: Unit pricing is where the contractor simply sets a price for each unit of type of work, or category of cost. Solicitation # B2500063 Page 5 Schedule C - Procurement Schedule Below is the anticipated schedule for procurement of this solicitation: Advertisement Date April 18, 2025 Pre -Proposal Meeting May 1, 2025, at 1:00 PM. Technical Questions Due May 9, 2025, at 1:00 PM. Technical Questions email bids(a�weld.ciov Questions Answered via Addendum May 9, 2025, at 5:00 PM. Proposals Are Due May 14, 2025, at 1:00 PM. Purchasing's Clock Contract Award (Anticipated) June 2, 2025 Notice to Proceed (Anticipated) June 16, 2025 Solicitation # B2500063 Page 6 Schedule D - Bid Response Form Bid Submittal Instructions The following items must be completed and submitted with your bid on or before the bid opening deadline of May 14, 2025, at 1:00 PM. 1) Schedule D — Bid Response Form. 2) Any potential or future Addenda must be completed/acknowledged. 3) All other items as requested in the Bid Specifications and/or Scope of Work. Failure to include any of the above items upon submittal of your bid may result in your bid being incomplete, non -responsive, and your bid being rejected. If there are any exclusions or contingencies submitted with your bid it may be disqualified. Fees Provide fees for this project in the Bid Schedule below: Item No. BID SCHEDULE ITEM DESCRIPTION Unit Bid Quantity Unit Price ($) Total Price ($) 202-00810 Removal of Ground Sign EACH 8 614-00011 Sign Panel (Class I) SF 59 614-00012 Sign Panel (Class II) SF 16 614-01583 Signpost (2.5 Inch Round Sch 80) (Post and Socket) EACH 1 614-10110 LED Warning Sign System EACH 4 614-72886 Intersection Detection System (Camera) EACH 8 614-80004 Flashing Beacon (Special) EACH 8 630-00000 Flagging HOUR 48 630-00007 Traffic Control Inspection (TCI) DAY 12 630-00012 Traffic Control Management (TCM) DAY 18 630-80341 Construction Traffic Sign (A) EACH 5 630-80342 Construction Traffic Sign (B) EACH 11 630-80360 Drum Channelizing Device EACH 30 630-80380 Traffic Cone EACH 50 NOTE: INCLUDE ALL FORCE ACCOUNT ITEMS AND AMOUNTS IN THE TOTAL BID AMOUNT. 700-70010 F/A Minor Contract Revisions F/A 1 $10,000.00 $10,000.00 700-70016 F/A Fuel Cost Adjustment F/A 1 $1,000.00 $1,000.00 700-70380 F/A Erosion Control F/A 1 $2,000.00 $2,000.00 TOTAL BID AMOUNT ($): Solicitation # B2500063 Page 7 Bidders have the option to accept FUEL COST ADJUSTMENT in accordance with the Revision of Section 109 — Fuel Cost Adjustment. To accept this standard special provision, the bidder must select "YES" below. To not accept this standard special provision, the bidder must select "NO" or select neither choice below. After bids are submitted, bidders will not be given another opportunity to accept or reject this adjustment. YES, I choose to accept Fuel Cost Adjustment for this project. NO, I choose to NOT accept Fuel Cost Adjustment for this project. Attestation The undersigned, by his or her signature, hereby acknowledges and represents that: 1. The bid proposed herein meets all the conditions, specifications and special provisions set forth in the Invitation for Bid for Request B2500063. 2. The quotations set forth herein are exclusive of any federal excise taxes and all other state and local taxes. 3. He or she is authorized to bind the below -named bidder for the amount shown on the accompanying bid sheets. 4. Acknowledgement that bidder is required to submit a current IRS Form W9 upon award and prior to contracting. 5. Acknowledgement of Schedule E — Insurance and Bonds. 6. Acknowledgment of Schedule F — Weld County Contract. 7. By submitting a responsive bid or proposal, the supplier agrees to be bound by all terms and conditions of the solicitation as established by Weld County. 8. Weld County reserves the right to reject all bids, to waive any informality in the bids, and to accept the bid that, in the opinion of the Board of County Commissioners, is to the best interests of Weld County. The bid(s) may be awarded to more than one vendor. Item Entry Company Name: Address: Phone Email: FEIN/Federal Tax ID #: CONTRACTOR: By: Name: Title: Date of Signature: Solicitation # B2500063 Page 8 Schedule E — Insurance and Bonds Insurance Contractor shall provide coverage with limits of liability no less than those stated below: Required Types of Insurance. 1) Workers' Compensation and Employer's Liability Insurance covering all the Contractor's employees acting within the course and scope of their employment. The policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act, AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers' Compensation) Statutory Coverage B (Employers' Liability) $ 100,000 $ 100,000 $ 500,000 2) Commercial General Liability Insurance including public liability and property damage covering all operations required by the Work. The policy shall be endorsed to include the following additional insured language: County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, departments, employees, agents, and volunteers shall be named as additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor, including completed operations." Such policy shall include minimum limits as follows: Each Occurrence $ 2,000,000 General Aggregate $ 4,000,000 Products/Completed Operations Aggregate $ 4,000,000 Personal Advertising Injury $ 2,000,000 Fire Damage (Any One Fire) $ 100,000 Medical Payments (Any One Person) $ 10,000 Medical operations coverage shall be provided for a minimum period of one (1) year following final acceptance. Completed Operations coverage must be kept in effect for up to the statute of repose after project completion. Solicitation # B2500063 Page 9 3) Automobile Liability. Contractor's Automobile Insurance Policy shall include Minimum Limits as follows: Bodily Injury/Property Damage (Each Accident) $ 1,000,000 Bodily injury and property damage for any owned, hired, and non -owned vehicles used in the performance of this contract. 4) Professional Liability: Contractor shall maintain Professional Liability Insurance covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or during operations under this Contract resulting from professional services provided by the Contractor as part of the Contract. The policy/coverages shall be amended to include the following: a. Coverage shall apply for three (3) years after project is complete. b. Policy is to be on a primary basis, if other professional coverage is carried. Per Loss Aggregate $ 2,000,000 $ 4,000,000 5) Umbrella or Excess Liability Insurance: Contractor shall maintain limits of $1,000,000 and shall become primary in the event the primary liability policy limits are impaired or exhausted. The policy shall be written on an Occurrence form and shall be following form of the primary. 6) Pollution Liability. Weld County requires this coverage whenever work at issue under this Contract involves potential pollution risk to the environment or losses caused by pollution conditions that may arise from the operations of the Contractor described in the Exhibits. The policy shall cover the Contractor's completed operations. Coverage shall apply to sudden and gradual pollution conditions resulting from the escape of release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, natural gas, waste materials, or other irritants, contaminants, or pollutants (including asbestos). If the coverage is written on a claims -made basis, the Contractor warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract; and that continuous coverage will be maintained, or an extended discovery period will be exercised for a period of three (3) years beginning from the time that work under this contract is completed. Minimum Limits: Per Loss Aggregate $ 1,000,000 $ 1,000,000 7) Builders' Risk Insurance or Installation Floater— Completed Value Basis: Unless otherwise provided in the attached Exhibits, the Contractor shall purchase and maintain, in a company Solicitation # 82500063 Page 10 or companies lawfully authorized to do business in Colorado, Builders' Risk Insurance in the amount of the initial contract amount as described in the attached Exhibits, plus the value of subsequent modifications, change orders, and cost of material supplied or installed by others, comprising total value of the entire Project at the site on a replacement cost basis without optional deductibles. a. The policy must provide coverage from the time any covered property becomes the responsibility of the Contractor, and continue without interruption during construction, renovation, or installation, including any time during which the covered property is being transported to the construction installation site, or awaiting installation, whether on or off site. b. Such Builders' Risk Insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made or until no person or entity other than the County 's has insurable interest in the property to be covered, whichever is later. c. The Builders' Risk insurance shall include interests of the County and if applicable, affiliated or associate entities, the General Contractor, subcontractors and sub -tier contractors in the Project. d. The Builders' Risk Coverage shall be written on a Special Covered Cause of Loss form and shall include theft, vandalism, malicious mischief, collapse, false -work, temporary buildings, transit, debris removal including demolition, increased cost of construction, architect's fees and expenses, flood (including water damage), earthquake, and if applicable, all below and above ground structures, piping, foundations including underground water and sewer mains, piling including the ground on which the structure rests and excavation, backfilling, filling, and grading. e. The Builders' Risk shall include a Beneficial Occupancy Clause. The policy shall specifically permit occupancy of the building during construction. Contractor shall take reasonable steps to obtain consent of the insurance company and delete any provisions regarding restrictions within any Occupancy Clauses within the Builder's Risk Policy. The Builder's Risk Policy shall remain in force until acceptance of the project by the County. f. Equipment Breakdown Coverage (a.k.a. Boiler & Machinery) shall be included as required by the Contract Documents or by law, which shall specifically cover insured equipment during installation and testing (including cold and hot testing). g. The deductible shall not exceed $25,000 and shall be the responsibility of the Contractor for all covered perils within the required policy. Solicitation # B2500063 Page 11 Additional Insurance Related Requirements No limitation of Liability: The insurance coverages specified in this Agreement are the minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract or decrease or limit any liability of Contractor. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the Work under by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contractor shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. Certification of Compliance with Insurance Requirements. The Contractor stipulates that it has met the insurance requirements identified herein. All insurers must be licensed or approved to do business within the State of Colorado, and unless otherwise specified, all policies must be written on a per occurrence basis. The Contractor shall provide the County with a Certificate of Insurance evidencing all required coverages, before commencing work or entering the County premises. The Contractor shall furnish the County with certificates of insurance (ACCORD) form or equivalent approved by the County as required by this Contract. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Contractor shall name the County, associated and/or affiliated entities, successors, or assigns; its elected officials, trustees, employees, agents, and volunteers as "Additional Insureds" for work that is being performed by the Contractor. Weld County and CDOT staff shall be named as an additional insured, to the full limits of liability purchased by the Contractor even if those limits of liability are more than those required by this Contract. Upon request by the County, Contractor must provide a copy of the actual insurance policy and/or required endorsements effecting coverage(s) required by the Contract for examination for evidence of required coverages. Copies are not kept as a record, are deemed confidential, and are not subject to disclosure under Colorado's Open Records Act (CORA). All certificates and endorsements are to be received and approved by the County before work commences. Each insurance policy required by this Agreement must be in effect at or prior to commencement of work under this Agreement and remain in effect for the duration of the project, and for a longer period if required by other provisions in this Agreement. Failure to maintain the insurance policies as required by this Agreement or to provide evidence of renewal is a material breach of contract. Solicitation # B2500063 Page 12 Any modification or variation from the insurance requirements in this Agreement shall be made by the County Attorney's Office, whose decision shall be final. Such action will not require a formal contract amendment but may be made by administrative action. Bonds 1. For projects over $50,000 the following bonds are required: a. Performance Bond in the amount of 100% of the contract value, will be required at time of contract execution, or as otherwise defined in the Specifications/Scope of Work. b. Payment Bond (Labor and Materials) in the amount of 100% of the contract value, will be required at time of contract execution, or as otherwise defined in the Specifications/Scope of Work. 2. Surety companies executing bonds must appear on the U.S. Treasury Department's most current list (Circular 570) as amended and be authorized to transact business in the State of Colorado. 3. A 5% Retainage Fee will be held for Construction contracts over $150,000. 4. Bonds may be submitted on the Standard AIA form or Weld County Form. Insurance Mailing Information Certificates of Insurance, endorsements and bonds shall be provided to the County via electronic correspondence or mail using the information below: Email: Project Manager: Michael Bedell, P.E. Email: mbedell@weld.gov Telephone: 970-301-0780 Mail: Weld County: Public Works Department ATTN: Michael Bedell, Senior Engineer Address: P.O. Box 758 Address: Greeley, CO 80632 Solicitation # B2500063 Page 13 Schedule F - Weld County Contract Contractual Obligations 1. The successful Contractor will be required to sign a contract substantially like the Weld County Standard Contract shown in Schedule F of this document. The County reserves the right to add or delete provisions to the form prior to Agreement execution. 2. Issuance of this solicitation does not commit the County to award any agreement or to procure. 3. If a formal contract is required, the Contractor agrees and understands that a Notice of Award does not constitute a contract or create a property interest of any nature until a contract is signed by the Awardee and the Board of County Commissioners and/or their authorized designee. 4. Contractor is responsible for reviewing the Weld County Standard Contract and understanding the terms and conditions contained therein, including, but not limited to, insurance requirements, indemnification, illegal aliens, equal opportunity, non - appropriation, and termination. 5. Contractor's Response to this solicitation is a willingness to enter the Weld County Standard Contract or Contractor shall identify and include any proposed revisions they have for the Weld County Standard Contract. Any proposed revisions made by the Contractor after the County Notice of Intent to Award the Solicitation may be grounds for rescinding said Notice. The identification of willingness to enter into the standard Agreement is for general purposes at this time but is part of the evaluation process and must be included. There may be negotiations on a project -by -project basis that provide further clarification. Weld County Standard Contract AGREEMENT FOR CONSTRUCTION SERVICES BETWEEN WELD COUNTY AND FOR CONFLICT WARNINGS SYSTEMS AT TWO LOCATIONS THIS AGREEMENT is made and entered into this day of , 2025, by and between the Board of Weld County Commissioners, on behalf of the Public Works Department hereinafter referred to as "County," and hereinafter referred to as "Contractor". WHEREAS, County desires to retain Contractor to perform construction services as required by County and set forth in the attached Exhibits; and WHEREAS, Contractor is willing to perform and has the specific ability, qualifications, and time to perform the required construction services to provide the services according to the terms of this Agreement; and Solicitation # B2500063 Page 14 WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the equipment, materials and services as set forth below. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in the Exhibits, each of which forms an integral part of this Agreement and are incorporated herein. The parties each acknowledge and agree that this Agreement, including the attached Exhibits, define the performance obligations of Contractor and Contractor's willingness and ability to meet those requirements (the "Work"). If a conflict occurs between this Agreement and any Exhibit or other attached document, the terms of this Agreement shall control, and the remaining order of precedence shall be based upon order of attachment. Exhibit A consists of County's Request for Bid (RFB) as set forth in Bid Package No. B2500063. Exhibit B consists of Contractor's Response to County's Request for Bid B2500063. 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Work and agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the Work described in the attached Exhibits. Contractor shall faithfully perform the Work in accordance with the standards of professional care, skill, training, diligence and judgment provided by highly competent Contractors performing construction services of a similar nature to those described in this Agreement. Contractor shall further be responsible for the timely completion and acknowledges that a failure to comply with the standards and requirements of Work within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. 3. Term. The term of this Agreement begins upon the date of the mutual execution of this Agreement and shall continue through and until Contractor's completion of the responsibilities described in the attached Exhibits. Both of the parties to this Agreement understand and agree that the laws of the State of Colorado prohibit County from entering into Agreements which bind County for periods longer than one year. This Agreement may be extended upon mutual written agreement of the Parties. In its sole discretion, the County, by the Director of the Department of Public Works or his or her designee, may extend the time for the Contractor to complete the service or work, by not more than thirty (30) days. Such extension shall not increase the compensation to be paid to the Contractor nor change any other term herein. 4. Termination; Breach; Cure. County may terminate this Agreement for its own convenience upon thirty (30) days written notice to Contractor. Either Party may i terminate this Agreement upon material breach of the other party, however the breaching party shall have fifteen (15) days after receiving such notice to cure such breach. Upon termination, County shall take possession of all materials, equipment, tools and facilities owned by County which Contractor is using, by whatever method it deems expedient; and, Contractor shall deliver to County all drawings, drafts, or other documents it has completed or partially completed under this Solicitation # B2500063 Page 15 Agreement, together with all other items, materials and documents which have been paid for by County, and these items, materials and documents shall be the property of County. Copies of work product that is incomplete at the time of termination shall be marked "DRAFT - INCOMPLETE." If this Agreement is terminated by County, Contractor shall be compensated for, and such compensation shall be limited to, (1) the sum of the amounts contained in invoices which it has submitted and which have been approved by the County; (2) the reasonable value to County of the services which Contractor provided prior to the date of the termination notice, but which had not yet been approved for payment; and (3) the cost of any work which the County approves in writing which it determines is needed to accomplish an orderly termination of the work. County shall be entitled to the use of all material generated pursuant to this Agreement upon termination. Upon termination of this Agreement by County, Contractor shall have no claim of any kind whatsoever against the County by reason of such termination or by reason of any act incidental thereto, except for compensation for work satisfactorily performed and/or materials described herein properly delivered. 5. Extension or Amendment. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. Accordingly, no claim that the County has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by the County for such additional services is not timely executed and issued in strict accordance with this Agreement, Contractor's rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. In the event the County shall require changes in the scope, character, or complexity of the work to be performed, and said changes cause an increase or decrease in the time required or the costs to the Contractor for performance, an equitable adjustment in fees and completion time shall be negotiated between the parties and this Agreement shall be modified accordingly by Change Order. Any claims by the Contractor for adjustment hereunder must be made in writing prior to performance of any work covered in the anticipated Change Order. Any change in work made without such prior Change Order shall be deemed covered in the compensation and time provisions of this Agreement. 6. Compensation/Contract Amount. Upon Contractor's successful completion of the Work, and County's acceptance, County agrees to pay an amount not to exceed , as set forth in Exhibits. No payment in excess of that set forth in the Exhibits will be made by County unless a Change Order authorizing such additional payment has been specifically approved by Weld County. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the service for which payment was made did not perform as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. Unless expressly enumerated in the attached Exhibits, Contractor shall not be entitled to be paid for any other expenses (e.g. mileage). Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December Solicitation # 62500063 Page 16 31 of any year, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 7. Independent Contractor. Contractor agrees that it is an independent contractor and that Contractor's officers, agents or employees will not become employees or agents of County, nor entitled to any employee benefits (including unemployment insurance or workers' compensation benefits) from County as a result of the execution of this Agreement. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Any provisions in this Contract that may appear to give the County the right to direct Contractor as to details of doing work or to exercise a measure of control over the work mean that Contractor shall follow the direction of the County as to end results of the work only. The Contractor is obligated to pay all federal and state income tax on any moneys earned or paid pursuant to this contract. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of this Work without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the Work during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Work. Contractor shall require each subcontractor, as approved by County and to the extent of the Work to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. 9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall become or remain (as applicable), the property of County. In addition, all reports, data, plans, drawings, records and computer files generated by Contractor in relation to this Agreement and all reports, test results and all other tangible materials obtained and/or produced in connection with the performance of this Agreement, whether or not such materials are in completed form, shall at all times be considered the property of the County. Contractor shall not make use of such material for purposes other than in connection with this Agreement without prior written approval of County. 10. Confidentiality. Confidential information of Contractor should be transmitted separately from non -confidential information, clearly denoting in red on the relevant document at the top the word, "CONFIDENTIAL". However, Contractor is advised that as a public entity, Weld County must comply with the provisions of the Colorado Open Records Act (CORA), C.R.S. 24-72- 201, et seq., with regard to public records, and cannot guarantee the confidentiality of all documents. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this Agreement. Solicitation # B2500063 Page 17 11. Warranty. Contractor warrants that the Work performed under this Agreement will be performed in a manner consistent with the professional construction standards governing such services and the provisions of this Agreement. Contractor further represents and warrants that all Work shall be performed by qualified personnel in a professional manner, consistent with industry standards, and that all services will conform to applicable specifications. 12. Acceptance of Services Not a Waiver. Upon completion of the Work, Contractor shall submit to County originals of all test results, reports, etc., generated during completion of this work. Acceptance by County of reports, incidental material(s), and structures furnished under this Agreement shall not in any way relieve Contractor of responsibility for the quality and accuracy of the construction of the project. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor, and County's action or inaction when any such breach or default shall exist shall not impair or prejudice any right or remedy available to County with respect to such breach or default. No assent expressed or implied, to any breach of any one or more covenants, provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any other breach. Acceptance by the County of, or payment for, the Work completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance. Contractor must secure, before the commencement of the Work, the following insurance covering all operations, goods, and services provided pursuant to this Agreement, and shall keep the required insurance coverage in force at all times during the term of the Agreement, or any extension thereof, and during any warranty period. For all coverages, Contractor's insurer shall waive subrogation rights against County. The County requires that all policies of insurance be written on a primary basis, non-contributory with any other insurance coverages and/or self-insurance carried by the County. An excess liability policy or umbrella liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a "following form" basis. For all general liability, excess/umbrella liability, and professional liability policies, if the policy is a claims - made policy, the retroactive date must be on or before the contract date or the first date when any goods or services were provided to County, whichever is earlier. The Contractor agrees that the insurance requirements specified in this Agreement do not reduce the liability Contractor has assumed in the indemnification/hold harmless section of this Agreement. The insurance carrier shall provide a minimum of 30 days advance written notice to the County for cancellation, non -renewal, suspension, voided, or material changes to policies required under this Agreement. On all other policies, it is the Contractor's responsibility to give the County 30 days' notice if policies are reduced in coverage or limits, cancelled or non -renewed. However, in those situations where the insurance carrier refuses to provide notice to County, the Contractor shall notify County of any cancellation, or reduction in coverage or limits of any insurance within seven (7) days or receipt of insurer's notification to that effect. The Contractor shall advise the County in the event any general aggregate or other aggregate limits are reduced below the required per occurrence limit. At their own expense, the Solicitation # B2500063 Page 18 Contractor will reinstate the aggregate limits to comply with the minimum requirements and shall furnish the County with a new certificate of insurance showing such coverage is in force. Subcontractors Contractors' certificate(s) shall include all subcontractors as additional insureds under its policies or subcontractors shall maintain separate insurance as determined by the Contractor, however, subcontractor's limits of liability shall not be less than $1,000,000 per occurrence / $2,000,000 aggregate. Acceptability of Insurers Insurance is to be placed with insurers duly licensed or authorized to do business in the state of Colorado and with an "A.M. Best" rating of not less than A -VII. The County in no way warrants that the above -required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency. Proof of Insurance Contractor shall provide to County a Certificate of Insurance (COI). The County, in its discretion, may accept other forms of proof of insurance. The Certificate of Insurance shall name "Weld County, Colorado, its elected officials, its subsidiary, associated and/or affiliated entities, successors, or assigns, employees, agents, and volunteers to be named as an additional named insured with respect to liability and defense of suits arising out of the activities performed by, or on behalf of the Contractor, including completed operations". In the County's sole discretion, the County may ask to examine a policy, an endorsement, or other proof of insurance if there is a question on coverage. Such examination is deemed confidential, and the document is not kept in the record, but simply examined to confirm coverage is present. Failure of the Contractor to fully comply with these requirements during the term of this Agreement may be considered a material breach of contract and may be cause for immediate termination of the Agreement at the option of the County. The County reserves the right to negotiate additional specific insurance requirements at the time of the contract award. Contractor shall provide coverage with limits of liability no less than those stated below: Required Types of Insurance. 8) Workers' Compensation and Employer's Liability Insurance covering all the Contractor's employees acting within the course and scope of their employment. The policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act, AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Solicitation # B2500063 Page 19 Minimum Limits: Coverage A (Workers'.Compensation) Statutory Coverage B (Employers' Liability) $ 100,000 $ 100,000 $ 500,000 9) Commercial General Liability Insurance including public liability and property damage covering all operations required by the Work. The policy shall be endorsed to include the following additional insured language: County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, departments, employees, agents, and volunteers shall be named as additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor, including completed operations." Such policy shall include minimum limits as follows: Each Occurrence $ 2,000,000 General Aggregate $ 4,000,000 Products/Completed Operations Aggregate $ 4,000,000 Personal Advertising Injury $ 2,000,000 Fire Damage (Any One Fire) $ 100,000 Medical Payments (Any One Person) $ 10,000 Medical operations coverage shall be provided for a minimum period of one (1) year following final acceptance. Completed Operations coverage must be kept in effect for up to the statute of repose after project completion. 10) Automobile Liability: Contractor's Automobile Insurance Policy shall include Minimum Limits as follows: Bodily Injury/Property Damage (Each Accident) $ 1,000,000 Bodily injury and property damage for any owned, hired, and non -owned vehicles used in the performance of this contract. 11)Professional Liability: Contractor shall maintain Professional Liability Insurance covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services provided by the Contractor as part of the Contract. The policy/coverages shall be amended to include the following: Solicitation # B2500063 Page 20 a. Coverage shall apply for three (3) years after project is complete. b. Policy is to be on a primary basis, if other professional coverage is carried. Per Loss Aggregate $ 2,000,000 $ 4,000,000 12)Umbrella or Excess Liability Insurance: Contractor shall maintain limits of $1,000,000 and shall become primary in the event the primary liability policy limits are impaired or exhausted. The policy shall be written on an Occurrence form and shall be following form of the primary. 13)Pollution Liability. Weld County requires this coverage whenever work at issue under this Contract involves potential pollution risk to the environment or losses caused by pollution conditions that may arise from the operations of the Contractor described in the Exhibits. The policy shall cover the Contractor's completed operations. Coverage shall apply to sudden and gradual pollution conditions resulting from the escape of release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, natural gas, waste materials, or other irritants, contaminants, or pollutants (including asbestos). If the coverage is written on a claims -made basis, the Contractor warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract; and that continuous coverage will be maintained, or an extended discovery period will be exercised for a period of three (3) years beginning from the time that work under this contract is completed. Minimum Limits: Per Loss Aggregate $ 1,000,000 $ 1,000,000 14)Builders' Risk Insurance or Installation Floater— Completed Value Basis: Unless otherwise provided in the attached Exhibits, the Contractor shall purchase and maintain, in a company or companies lawfully authorized to do business in Colorado, Builders' Risk Insurance in the amount of the initial contract amount as described in the attached Exhibits, plus the value of subsequent modifications, change orders, and cost of material supplied or installed by others, comprising total value of the entire Project at the site on a replacement cost basis without optional deductibles. a. The policy must provide coverage from the time any covered property becomes the responsibility of the Contractor, and continue without interruption during construction, renovation, or installation, including any time during which the covered property is being transported to the construction installation site, or awaiting installation, whether on or off site. b. Such Builders' Risk Insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made or until no person or entity other than the County's has insurable interest in the property to be covered, whichever is later. Solicitation # B2500063 Page 21 c. The Builders' Risk insurance shall include interests of the County and if applicable, affiliated or associate entities, the General Contractor, subcontractors and sub -tier contractors in the Project. d. The Builders' Risk Coverage shall be written on a Special Covered Cause of Loss form and shall include theft, vandalism, malicious mischief, collapse, false -work, temporary buildings, transit, debris removal including demolition, increased cost of construction, architect's fees and expenses, flood (including water damage), earthquake, and if applicable, all below and above ground structures, piping, foundations including underground water and sewer mains, piling including the ground on which the structure rests and excavation, backfilling, filling, and grading. e. The Builders' Risk shall include a Beneficial Occupancy Clause. The policy shall specifically permit occupancy of the building during construction. Contractor shall take reasonable steps to obtain consent of the insurance company and delete any provisions with regard to restrictions within any Occupancy Clauses within the Builder's Risk Policy. The Builder's Risk Policy shall remain in force until acceptance of the project by the County. f. Equipment Breakdown Coverage (a.k.a. Boiler & Machinery) shall be included as required by the Contract Documents or by law, which shall specifically cover insured equipment during installation and testing (including cold and hot testing). g. The deductible shall not exceed $25,000 and shall be the responsibility of the Contractor for all covered perils within the required policy. Additional Insurance Related Requirements No limitation of Liability: The insurance coverages specified in this Agreement are the minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract or decrease or limit any liability of Contractor. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the Work under by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contractor shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. Certification of Compliance with Insurance Requirements. The Contractor stipulates that it has met the insurance requirements identified herein. Solicitation # B2500063 Page 22 All insurers must be licensed or approved to do business within the State of Colorado, and unless otherwise specified, all policies must be written on a per occurrence basis. The Contractor shall provide the County with a Certificate of Insurance evidencing all required coverages, before commencing work or entering the County premises. The Contractor shall furnish the County with certificates of insurance (ACCORD) form or equivalent approved by the County as required by this Contract. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Contractor shall name the County, associated and/or affiliated entities, successors, or assigns; its elected officials, trustees, employees, agents, and volunteers as "Additional Insureds" for work that is being performed by the Contractor. Weld County and CDOT staff shall be named as an additional insured, to the full limits of liability purchased by the Contractor even if those limits of liability are in excess of those required by this Contract. Upon request by the County, Contractor must provide a copy of the actual insurance policy and/or required endorsements effecting coverage(s) required by the Contract for examination for evidence of required coverages. Copies are not kept as a record, are deemed confidential, and are not subject to disclosure under Colorado's Open Records Act (CORA). All certificates and endorsements are to be received and approved by the County before work commences. Each insurance policy required by this Agreement must be in effect at or prior to commencement of work under this Agreement and remain in effect for the duration of the project, and for a longer period of time if required by other provisions in this Agreement. Failure to maintain the insurance policies as required by this Agreement or to provide evidence of renewal is a material breach of contract. Any modification or variation from the insurance requirements in this Agreement shall be made by the County Attorney's Office, whose decision shall be final. Such action will not require a formal contract amendment but may be made by administrative action. 14. Mutual Cooperation. The County and Contractor shall cooperate with each other in the collection of any insurance proceeds which may be payable in the event of any loss, including the execution and delivery of any proof of loss or other actions required to effect recovery. 15. Indemnity. The Contractor agrees to indemnify, hold harmless and, not excluding the County's right to participate, defend County, its officers, agents, employees, associated and/or affiliated entities, successors, or assigns its elected officials, trustees, volunteers, and any jurisdiction or agency issuing permits for any work included in the project, from all suits and claims, including attorney's fees and cost of litigation, actions, loss, damage, expense, cost or claims of any character or any nature arising out of the work done in fulfillment of the terms of this Contract or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or court decree. It is the specific intention of the parties that the County shall, in all instances, except for claims arising solely from the negligent or willful acts or omissions of the County, be indemnified by Contractor from and against any and all claims. Solicitation # B2500063 Page 23 It is agreed that the Contractor will be responsible for primary loss investigation, defense, and judgment costs where this contract of indemnity applies. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the County, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers for losses arising from the work performed by the Contractor for the County. A failure to comply with this provision shall result in County's right to immediately terminate this Agreement. 16. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contractor to assign or transfer its rights hereunder without such prior approval by County shall, at the option of County, automatically terminate this Agreement and all rights of Contractor hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 17. Examination of Records. To the extent required by law, the Contractor agrees that any duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. The Contractor agrees to maintain these documents for three years from the date of the last payment received. 18. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 19. Notices. County may designate, prior to commencement of work, its project representative ("County Representative") who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to County Representative. All notices or other communications made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: a) personal service by a reputable courier service requiring signature for receipt; or b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a party at the address set forth in this contract; or c) electronic transmission via email at the address set forth below, where a receipt or acknowledgment is required by the sending party; or Either party may change its notice address(es) by written notice to the other. Notice shall be sent to: Solicitation # B2500063 Page 24 Contractor: Name: Position: Address: Address: E-mail: Phone: County: Name: Position: Address: Address: E-mail: Phone: 20. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 21. Non -Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other Contractors or persons to perform services of the same or similar nature. 22. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 23. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 24. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24-50- 507. The signatories to this Agreement agree that to their knowledge, no employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. 25. Survival of Termination. The obligations of the parties under this Agreement that by their nature would continue beyond expiration or termination of this Agreement (including without Solicitation # B2500063 Page 25 limitation, the warranties, indemnification obligations, confidentiality, and record keeping) shall survive any such expiration or termination. 26. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 27. Non -Waiver. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Contract, the monetary limitations or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act §§ 24-10-101 et seq., as from time to time amended or otherwise available to the County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns; or its elected officials, employees, agents, and volunteers. No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental Immunity Act as applicable now or hereafter amended. 28. No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 29. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee. 30. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 31. No Employment of Unauthorized Aliens. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an unauthorized alien who will perform work under this Agreement (see 8 U.S.C.A. §1324a and (h)(3)) nor enter into a contract with a subcontractor that employs or contracts with an unauthorized alien to perform work under this Agreement. Upon request, contractor shall deliver to the County a written notarized affirmation that it has examined the legal work status of an employee and shall otherwise comply with all other requirements of federal or state law, including employment verification requirements contained within state or federal grants or awards funding public contracts. Contractor agrees to comply with any reasonable request from the Colorado Department of Labor and Employment during any investigation. If Contractor fails to comply with any requirement of this provision, County may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for actual and consequential damages. 32. Public Contracts for Services C.R.S. §8-17-101. For public contracts in excess of $500,000 annually, or for public contracts for road or bridge construction in excess of $50,000, Solicitation # B2500063 Page 26 Contractor certifies, warrants, and agrees that Colorado labor shall be employed to perform at least eighty percent of the work under this Contract. "Colorado labor" means any person who is a resident of the state of Colorado at the time of the public works project, who can provide a valid Colorado driver's license, a valid Colorado state -issued photo identification, or documentation that he or she has resided in Colorado for the last thirty days. The County, in its sole discretion, may waive the eighty percent requirement if there is reasonable evidence to demonstrate insufficient Colorado labor is available to perform the work, and this requirement would create an undue burden that would substantially prevent the work from proceeding to completion. [This section shall not apply to any project which is funded in whole or in part with federal funds, in accordance with C.R.S. §8-17-107 and 2 C.F.R. §200.319(c).] 33.Attorney's Fees/Legal Costs. In the event of a dispute between County and Contractor, concerning this Agreement, the parties agree that each party shall be responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 34. Binding Arbitration Prohibited: Weld County does not agree to binding arbitration by any extra -judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. 35. Acknowledgment. County and Contractor acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibits A and B, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. CONTRACTOR: By: Name: Title: WELD COUNTY: ATTEST: BOARD OF COUNTY COMMISSIONERS Date of Signature: Weld County Clerk to the Board WELD COUNTY, COLORADO BY: Deputy Clerk to the Board Perry L. Buck, Chair Solicitation # B2500063 Page 27 FHWA-1273 - Revised October 23, 2023 REQUIRED CONTRACT PROVISIONS FEDERAL -AID CONSTRUCTION CONTRACTS I. General II. Nondiscrimination III. Non -segregated Facilities IV. Davis -Bacon and Related Act Provisions V. Contract Work Hours and Safety Standards Act Provisions VI. Subletting or Assigning the Contract VII. Safety: Accident Prevention VIII. False Statements Concerning Highway Projects IX. Implementation of Clean Air Act and Federal Water Pollution Control Act X. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion XI. Certification Regarding Use of Contract Funds for Lobbying XII. Use of United States -Flag Vessels: ATTACHMENTS A. Employment and Materials Preference for Appalachian Development Highway System or Appalachian Local Access Road Contracts (included in Appalachian contracts only) I. GENERAL 1. Form FHWA-1273 must be physically incorporated in each construction contract funded under title 23, United States Code, as required in 23 CFR 633.102(b) (excluding emergency contracts solely intended for debris removal). The contractor (or subcontractor) must insert this form in each subcontract and further require its inclusion in all lower tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services). 23 CFR 633.102(e). The applicable requirements of Form FHWA-1273 are incorporated by reference for work done under any purchase order, rental agreement or agreement for other services. The prime contractor shall be responsible for compliance by any subcontractor, lower -tier subcontractor or service provider. 23 CFR 633.102(e). Form FHWA-1273 must be included in all Federal -aid design - build contracts, in all subcontracts and in lower tier subcontracts (excluding subcontracts for design services, purchase orders, rental agreements and other agreements for supplies or services) in accordance with 23 CFR 633.102. The design -builder shall be responsible for compliance by any subcontractor, lower -tier subcontractor or service provider. Contracting agencies may reference Form FHWA-1273 in solicitation -for -bids or request -for -proposals documents, however, the Form FHWA-1273 must be physically incorporated (not referenced) in all contracts, subcontracts and lower -tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services related to a construction contract). 23 CFR 633.102(b). 2. Subject to the applicability criteria noted in the following sections, these contract provisions shall apply to all work performed on the contract by the contractor's own organization and with the assistance of workers under the contractors immediate superintendence and to all work performed on the contract by piecework, station work, or by subcontract. 23 CFR 633.102(d). 3. A breach of any of the stipulations contained in these Required Contract Provisions may be sufficient grounds for withholding of progress payments, withholding of final payment, termination of the contract, suspension / debarment or any other action determined to be appropriate by the contracting agency and FHWA. 4. Selection of Labor. During the performance of this contract, the contractor shall not use convict labor for any purpose within the limits of a construction project on a Federal -aid highway unless it is labor performed by convicts who are on parole, supervised release, or probation. 23 U.S.C. 114(b). The tern Federal -aid highway does not include roadways functionally classified as local roads or rural minor collectors. 23 U.S.G. 101(a). II. NONDISCRIMINATION (23 CFR 230.107(a); 23 CFR Part 230, Subpart A, Appendix A; EO 11246) The provisions of this section related to 23 CFR Part 230, Subpart A, Appendix A are applicable to all Federal -aid construction contracts and to all related construction subcontracts of $10,000 or more. The provisions of 23 CFR Part 230 are not applicable to material supply, engineering, or architectural service contracts. In addition, the contractor and all subcontractors must comply with the following policies: Executive Order 11246, 41 CFR Part 60, 29 CFR Parts 1625-1627, 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633. The contractor and all subcontractors must comply with: the requirements of the Equal Opportunity Clause in 41 CFR 60- 1.4(b) and, for all construction contracts exceeding $10,000, the Standard Federal Equal Employment Opportunity Construction Contract Specifications in 41 CFR 60-4.3. Note: The U.S. Department of Labor has exclusive authority to determine compliance with Executive Order 11246 and the policies of the Secretary of Labor including 41 CFR Part 60, and 29 CFR Parts 1625-1627, The contracting agency and the FHWA have the authority and the responsibility to ensure compliance with 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), and Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633. The following provision is adopted from 23 CFR Part 230, Subpart A, Appendix A, with appropriate revisions to conform to the U.S. Department of Labor (US DOL) and FHWA requirements. 1. Equal Employment Opportunity: Equal Employment Opportunity (EEO) requirements not to discriminate and to take affirmative action to assure equal opportunity as set forth under laws, executive orders, rules, regulations (see 28 CFR Part 35, 29 CFR Part 1630, 29 CFR Parts 1625-1627, 41 CFR Part 60 and 49 CFR Part 27) and orders of the Secretary of Labor as modified by the provisions prescribed herein, and imposed pursuant to 23 U.S.C. 140, shall constitute the EEO and specific affirmative action standards for the contractor's project activities under this contract. The provisions of the Americans with Disabilities Act of 1990 (42 U.S.C. 12101 et seq.) set forth under 28 CFR Part 35 and 29 CFR Part 1630 are incorporated by reference in this contract. In the execution of this contract, the contractor agrees to comply with the following minimum specific requirement activities of EEO: a. The contractor will work with the contracting agency and the Federal Govemment to ensure that it has made every good faith effort to provide equal opportunity with respect to all of its terms and conditions of employment and in their review of activities under the contract. 23 CFR 230.409 (g)(4) 8, (5). b. The contractor will accept as its operating policy the following statement: "It is the policy of this Company to assure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, sexual orientation, gender Identity, color, national origin, age or disability. Such action shall include: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship, pre -apprenticeship, and/or on-the-job training." 2. EEO Officer: The contractor will designate and make known to the contracting officers an EEO Officer who will have the responsibility for and must be capable of effectively administering and promoting an active EEO program and who must be assigned adequate authority and responsibility to do so. 3. Dissemination of Policy: All members of the contractor's staff who are authorized to hire, supervise, promote, and discharge employees, or who recommend such action or are substantially involved in such action, will be made fully cognizant of and will implement the contractor's EEO policy and contractual responsibilities to provide EEO in each grade and classification of employment. To ensure that the above agreement will be met, the following actions will be taken as a minimum: a. Periodic meetings of supervisory and personnel office employees will be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policy and its implementation will be reviewed and explained. The meetings will be conducted by the EEO Officer or other knowledgeable company official. b. All new supervisory or personnel office employees will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty with the contractor. c. All personnel who are engaged in direct recruitment for the project will be instructed by the EEO Officer in the contractor's procedures for locating and hiring minorities and women. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible to employees, applicants for employment and potential employees. e. The contractor's EEO policy and the procedures to implement such policy will be brought to the attention of employees by means of meetings, employee handbooks, or other appropriate means. 4. Recruitment: When advertising for employees, the contractor will include in all advertisements for employees the notation: "An Equal Opportunity Employer." All such advertisements will be placed in publications having a large circulation among minorities and women in the area from which the project work force would normally be derived. a. The contractor will, unless precluded by a valid bargaining agreement, conduct systematic and direct recruitment through public and private employee referral sources likely to yield qualified minorities and women. To meet this requirement, the contractor will identify sources of potential minority group employees and establish with such identified sources procedures whereby minority and women applicants may be referred to the contractor for employment consideration. b. In the event the contractor has a valid bargaining agreement providing for exclusive hiring hall referrals, the contractor is expected to observe the provisions of that agreement to the extent that the system meets the contractor's compliance with EEO contract provisions. Where implementation of such an agreement has the effect of discriminating against minorities or women, or obligates the contractor to do the same, such implementation violates Federal nondiscrimination provisions. c. The contractor will encourage its present employees to refer minorities and women as applicants for employment. Information and procedures with regard to referring such applicants will be discussed with employees. 5. Personnel Actions: Wages, working conditions, and employee benefits shall be established and administered, and personnel actions of every type, including hiring, upgrading, promotion, transfer, demotion, layoff, and termination, shall be taken without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age or disability. The following procedures shall be followed: a. The contractor wilt conduct periodic inspections of project sites to ensure that working conditions and employee facilities do not indicate discriminatory treatment of project site personnel. b. The contractor will periodically evaluate the spread of wages paid within each classification to determine any evidence of discriminatory wage practices. c. The contractor will periodically review selected personnel actions in depth to determine whether there is evidence of discrimination. Where evidence is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed, such corrective action shall include all affected persons. d. The contractor will promptly investigate all complaints of alleged discrimination made to the contractor in connection with its obligations under this contract, will attempt to resolve such complaints, and will take appropriate corrective action within a reasonable time. If the investigation indicates that the discrimination may affect persons other than the complainant, such corrective action shall include such other persons. Upon completion of each investigation, the contractor will inform every complainant of all of their avenues of appeal. O. Training and Promotion: a. The contractor will assist in locating, qualifying, and increasing the skills of minorities and women who are applicants for employment or current employees. Such efforts should be aimed at developing full journey level status employees in the type of trade or job classification involved. b. Consistent with the contractor's work force requirements and as permissible under Federal and State regulations, the contractor shall make full use of training programs (i.e., apprenticeship and on-the-job training programs for the geographical area of contract performance). In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. The contracting agency may reserve training positions for persons who receive welfare assistance in accordance with 23 U.S.C. 140(a). c. The contractor will advise employees and applicants for employment of available training programs and entrance requirements for each. d. The contractor will periodically review the training and promotion potential of employees who are minorities and women and will encourage eligible employees to apply for such training and promotion, T. Unions: If the contractor relies in whole or in part upon unions as a source of employees, the contractor will use good faith efforts to obtain the cooperation of such unions to increase opportunities for minorities and women. 23 CFR 230.409. Actions by the contractor, either directly or through a contractor's association acting as agent, will include the procedures set forth below: a. The contractor will use good faith efforts to develop, in cooperation with the unions, joint training programs aimed toward qualifying more minorities and women for membership in the unions and increasing the skills of minorities and women so that they may qualify for higher paying employment. b. The contractor will use good faith efforts to incorporate an EEO clause into each union agreement to the end that such union will be contractually bound to refer applicants without regard to their race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability. c. The contractor is to obtain information as to the referral practices and policies of the labor union except that to the extent such information is within the exclusive possession of the labor union and such labor union refuses to furnish such information to the contractor, the contractor shall so certify to the contracting agency and shall set forth what efforts have been made to obtain such information. d. In the event the union is unable to provide the contractor with a reasonable flow of referrals within the time limit set forth in the collective bargaining agreement, the contractor will, through independent recruitment efforts, fill the employment vacancies without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability; making full efforts to obtain qualified and/or qualifiable minorities and women. The failure of a union to provide sufficient referrals (even though it is obligated to provide exclusive referrals under the terms of a collective bargaining agreement) does not relieve the contractor from the requirements of this paragraph. In the event the union referral practice prevents the contractor from meeting the obligations pursuant to Executive Order 11246, as amended, and these special provisions, such contractor shall immediately notify the contracting agency. e. Reasonable Accommodation for Applicants / Employees with Disabilities: The contractor must be familiar with the requirements for and comply with the Americans with Disabilities Act and all rules and regulations established thereunder. Employers must provide reasonable accommodation in all employment activities unless to do so would .use an undue hardship. 9. Selection of Subcontractors, Procurement of Materials and Leasing of Equipment: The contractor shall not discriminate on the grounds of race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The contractor shall take all necessary and reasonable steps to ensure nondiscrimination in the administration of this contract. a. The contractor shall notify all potential subcontractors, suppliers, and lessors of their EEO obligations under this contract. b. The contractor will use good faith efforts to ensure subcontractor compliance with their EEO obligations. 10. Assurances Required: a. The requirements of 49 CFR Part 26 and the State DOT's FHWA-approved Disadvantaged Business Enterprise (DBE) program are incorporated by reference. b. The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT -assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to: (1) Withholding monthly progress payments; (2) Assessing sanctions; (3) Liquidated damages: and/or (4) Disqualifying the contractor from future bidding as non - responsible. c. The Title VI and nondiscrimination provisions of U.S. DOT Order 1050.. at Appendixes A and E are incorporated by reference. 49 CFR Part 21. 11. Records and Reports: The contractor shall keep such records as necessary to document compliance with the EEO requirements. Such records shall be retained for a period of three years following the date of the final payment to the contractor for all contract work and shall be available at reasonable times and places for inspection by authorized representatives of the contracting agency and the FHWA. a. The records kept by the contractor shall document the following: 3 (1) The number and work hours of minority and non - minority group members and women employed in each work classification on the project; (2) The progress and efforts being made in cooperation with unions, when applicable, to increase employment opportunities for minorities and women; and (3) The progress and efforts being made in locating, hiring, training, qualifying, and upgrading minorities and women. b. The contractors and subcontractors will submit an annual report to the contracting agency each July for the duration of the project indicating the number of minority, women, and non - minority group employees currently engaged in each work classification required by the contract work. This information is to be reported on Form FHWA-1391. The staffing data should represent the project work force on board in all or any part of the last payroll period preceding the end of July. If on-the-job training is being required by special provision, the contractor will be required to collect and report training data. The employment data should reflect the work force on board during all or any part of the last payroll period preceding the end of July. III. NONSEGREGATED FACILITIES This provision is applicable to all Federal -aid construction contracts and to all related construction subcontracts of more than $10,000. 41 CFR 60-1.5. As prescribed by 41 CFR 60-1.8, the contractor must ensure that facilities provided for employees are provided in such a manner that segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin cannot result. The contractor may neither require such segregated use by written or oral policies nor tolerate such use by employee custom. The contractor's obligation extends further to ensure that its employees are not assigned to perform their services at any location under the contractor's control where the facilities are segregated. The term "facilities" includes waiting rooms, work areas, restaurants and other eating areas, tine clocks, restrooms, washrooms, locker rooms and other storage or dressing areas, parking tots, drinking fountains, recreation or entertainment areas, transportation, and housing provided for employees. The contractor shaA provide separate or single -user restrooms and necessary dressing or sleeping areas to assure privacy between sexes. IV. DAVIS-BACON AND RELATED ACT PROVISIONS This section is applicable to all Federal -aid construction projects exceeding $2,000 and to all related subcontracts and lower -tier subcontracts (regardless of subcontract size), in accordance with 29 CFR 5.5. The requirements apply to all projects located within the right-of-way of a roadway that is functionally classified as Federal -aid highway. 23 U.S.G. 113. This excludes roadways functionally classified as local roads or rural minor collectors, which are exempt. 23 U.S.C. 101. Where applicable law requires that projects be treated as a project on a Federal -aid highway, the provisions of this subpart will apply regardless of the location of the project. Examples include: Surface Transportation Block Grant Program projects funded under 23 U.S.C. 133 [excluding recreational trails projects], the Nationally Significant Freight and Highway Projects funded under 23 U.S.C. 117, and National Highway Freight Program projects funded under 23 U.S.C. 167. The following provisions are from the U.S. Department of Labor regulations in 29 CFR 5.5 "Contract provisions and related matters" with minor revisions to conform to the FHWA- 1273 format and FHWA program requirements. 1. Minimum wages (29 CFR 5.5) a. Wage rates and fringe benefits. All laborers and mechanics employed or working upon the site of the work (or otherwise working in construction or development of the project under a development statute), will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Dart 3)), the full amount of basic hourly wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics. As provided in paragraphs (d) and (e) of 29 CFR 5.5, the appropriate wage determinations are effective by operation of law even if they have not been attached to the contract. Contributions made or costs reasonably anticipated for bona fide fringe benefits under the Davis -bacon Act (,L3 U,S.C. 3141(UB)) on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph 1.e. of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics must be paid the appropriate wage rate and fringe benefits on the wage determination for the classification(s) of work actually performed, without regard to skill, except as provided in paragraph 4. of this section. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classifications and wage rates conforned under paragraph 1.c. of this section) and the Davis -Bacon poster (WH-1321) must be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. b. Frequently recurring classifications. (1) In addition to wage and fringe benefit rates that have been determined to be prevailing under the procedures set forth in 29 CFR Dell 1, a wage determination may contain, pursuant to §1.3(f), wage and fringe benefit rates for classifications of laborers and mechanics for which conformance requests are regularly submitted pursuant to paragraph 1.c. of this section, provided that: (i) The work performed by the classification is not performed by a classification in the wage determination for which a prevailing wage rate has been determined; (ii) The classification is used in the area by the construction industry; and (iii) The wage rate for the classification bears a reasonable relationship to the prevailing wage rates contained in the wage determination. (2) The Administrator will establish wage rates for such classifications in accordance with paragraph 1.c.(1)(iii) of this section. Work performed in such a classification must be paid at no less than the wage and fringe benefit rate listed on the wage determination for such classification. c. Conformance. (1) The contracting officer must require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract be classified in conformance with the wage determination. Conformance of an additional classification and wage rate and fringe benefits is appropriate only when the following criteria have been met: (i) The work to be performed by the classification requested is not performed by a classification in the wage determination; and (ii) The classification is used in the area by the construction industry; and (iii) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination, (2) The conformance process may not be used to split, subdivide, or otherwise avoid application of classifications listed in the wage determination. (3) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken will be sent by the contracting officer by email to Da4confomiancettacfolaov. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30 -day period that additional time is necessary. (4) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer will, by email to DBAconformanceCdtdotoov refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination, The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30 -day period that additional time is necessary. (5) The contracting officer must promptly notify the contractor of the action taken by the Wage and Hour Division under paragraphs t.c.(3) and (4) of this section. The contractor must fumish a written copy of such determination to each affected worker or it must be posted as a part of the wage determination. The wage rate (including fringe benefits where appropriate) determined pursuant to paragraph t.c.(3) or (4) of this section must be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. d. Fringe benefits not expressed as an hourly rate. Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor may either pay the benefit as stated in the wage determination or may pay another bona fide fringe benefit or an hourly cash equivalent thereof. e. Unfunded plans. If the contractor does not make payments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, in accordance with the criteria set forth in § 5.28, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. f. Interest In the event of a failure to pay all or part of the wages required by the contract, the contractor will be required to pay interest on any underpayment of wages. 2. Withholding (29 CFR 5.5) a. Withholding requirements. The contracting agency may, upon its own action, or must, upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor so much of the accrued payments or advances as may be considered necessary to satisfy the liabilities of the prime contractor or any subcontractor for the full amount of wages and monetary relief, induding interest, required by the clauses set forth in this section for violations of this contract, or to satisfy any such liabilities required by any other Federal contract, or federally assisted contract subject to Davis -Bacon labor standards, that is held by the same prime contractor (as defined in § 5.2). The necessary funds may be withheld from the contractor under this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract that is subject to Davis -Bacon labor standards requirements and is held by the same prime contractor, regardless of whether the other contract was awarded or assisted by the same agency, and such funds may be used to satisfy the contractor liability for which the funds were withheld. In the event of a contractor's failure to pay any laborer or mechanic, including any apprentice or helper working on the site of the work all or part of the wages required by the contract, or upon the contractor's failure to submit the required records as discussed in paragraph 3.d. of this section, the contracting agency may on its own initiative and after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. b. Priority to withheld funds. The Department has priority to funds withheld or to be withheld in accordance with paragraph 2.a. of this section or Section V, paragraph 3.a., or both, over claims to those funds by: (1) A contractor's surety(ies), including without limitation performance bond sureties and payment bond sureties; (2) A contracting agency for its reprocurement costs; (3) A trustee(s) (either a court -appointed trustee or a U.S. trustee, or both) in bankruptcy of a contractor, or a contractor's bankruptcy estate; (4) A contractor's assignee(s); (5) A contractor's successor(s); or (6) A claim asserted under the Prompt Payment Act, al U.5.C.3901-3907. 3. Records and certified payrolls (29 CFR 5.5) a. Basic record requirements (1) Length of record retention. All regular payrolls and other basic records must be maintained by the contractor and any subcontractor during the course of the work and preserved for all laborers and mechanics working at the site of the work (or otherwise working in construction or development of the project under a development statute) for a period of at least 3 years after all the work on the prime contract is completed. (2) Information required. Such records must contain the name; Social Security number; last known address, telephone number, and email address of each such worker; each worker's correct classification(s) of work actually performed; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 40 U.S.C. 31,_1112jat of the Davis -Bacon Act); daily and weekly number of hours actually worked in total and on each covered contract; deductions made; and actual wages paid. (3) Additional records relating to fringe benefits. Whenever the Secretary of Labor has found under paragraph 1.e. of this section that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in 40 U.S.C. 3141(2)(81 of the Davis -Bacon Act, the contractor must maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. (4) Additional records relating to apprenticeship. Contractors with apprentices working under approved programs must maintain written evidence of the registration of apprenticeship programs, the registration of the apprentices, and the ratios and wage rates prescribed in the applicable programs. b. Certified payroll requirements (1) Frequency and method of submission. The contractor or subcontractor must submit weekly, for each week in which any DBA- or Related Acts - covered work is performed, certified payrolls to the contracting agency. The prime contractor is responsible for the submission of all certified payrolls by all subcontractors. A contracting agency or prime contractor may permit or require contractors to submit certified payrolls through an electronic system, as long as the electronic system requires a legally valid electronic signature; the system allows the contractor, the contracting agency, and the Department of Labor to access the certified payrolls upon request for at least 3 years after the work on the prime contract has been completed; and the contracting agency or prime contractor permits other methods of submission in situations where the contractor is unable or limited in its ability to use or access the electronic system. (2) Information required. The certified payrolls submitted must set out accurately and completely all of the information required to be maintained under paragraph 3.a.(2) of this section, except that full Social Security numbers and last known addresses, telephone numbers, and email addresses must not be included on weekly transmittals. Instead, the certified payrolls need only include an individually identifying number for each worker ( e.g., the last four digits of the worker's Social Security number). The required weekly certified payrofi information may be submitted using Optional Form WH-347 or in any other format desired. Optional Form WH-347 is available for this purpose from the Wage and Hour Division website at httvs://Www.dot.00v/sttesddoloovlfilesllNHD/ leaacvrfiles.40347/.od/ or its successor website. It is not a violation of this section fora prime contractor to require a subcontractor to provide full Social Security numbers and last known addresses, telephone numbers, and email addresses to the prime contractor for its own records, without weekly submission by the subcontractor to the contracting agency. (3) Statement of Compliance. Each certified payroll submitted must be accompanied by a "Statement of Compliance;" signed by the contractor or subcontractor, or the contractor's or subcontractor's agent who pays or supervises the payment of the persons working on the contract, and must certify the following: (i) That the certified payroll for the payroll period contains the information required to be provided under paragraph 3.b. of this section, the appropriate information and basic records are being maintained under paragraph 3.a. of this section, and such information and records are correct and complete; (ii) That each laborer or mechanic (including each helper and apprentice) working on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in 29 CFR part 3; and (iii) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification(s) of work actually performed, as specified in the applicable wage determination incorporated into the contract. (4) Use of Optional Form WH-347. The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 will satisfy the requirement for submission of the 'Statement of Compliance" required by paragraph 3.b.(3) of this section. (5) Signature, The signature by the contractor, subcontractor, or the contractor's or subcontractor's agent must be an original handwritten signature or a legally valid electronic signature. (6) Falsification. The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under 16 U.S,C. 1001 and 31 U.S.C. 3729. (7) Length of certified payroll retention. The contractor or subcontractor must preserve all certified payrolls during the course of the work and for a period of 3 years after all the work on the prime contract is completed. c. Contracts, subcontracts, and related documents, The contractor or subcontractor must maintain this contract or subcontract and related documents including, without limitation, bids, proposals, amendments, modifications, and extensions. The contractor or subcontractor must preserve these contracts, subcontracts, and related documents during the course of the work and for a period of 3 years after all the work on the prime contract is completed. d. Required disclosures and access (1) Required record disclosures and access to workers. The contractor or subcontractor must make the records required under paragraphs 3.a. through 3.c. of this section, and any other documents that the contracting agency, the State DOT, the FHWA, or the Department of labor deems necessary to determine compliance with the labor standards provisions of any of the applicable statutes referenced by § 5.1, available for inspection, copying, or transcription by authorized representatives of the contracting agency, the State DOT, the FHWA, or the Department of Labor, and must permit such representatives to interview workers during working hours on the job. (2) Sanctions for non-compliance with records and worker access requirements. If the contractor or subcontractor fails to submit the required records or to make them available, or refuses to permit worker interviews during working hours on the job, the Federal agency may, after written notice to the contractor, sponsor, applicant, owner, or other entity, as the case may be, that maintains such records or that employs such workers, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available, or to permit worker interviews during working hours on the job, may be grounds for debarment action pursuant to § 5.12. In addition, any contractor or other person that fails to submit the required records or make those records available to WHD within the time WHD requests that the records be produced will be precluded from introducing as evidence in an administrative proceeding under 29 CFR part any of the required records that were not provided or made available to WHD. WHD will take into consideration a reasonable request from the contractor or person for an extension of the time for submission of records. WHD will determine the reasonableness of the request and may consider, among other things, the location of the records and the volume of production. (3) Required information disclosures. Contractors and subcontractors must maintain the full Social Security number and last known address, telephone number, and email address of each covered worker, and must provide them upon request to the contracting agency, the State DOT, the FHWA, the contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or other compliance action. 4. Apprentices and equal employment opportunity (29 CFR 5.5) a. Apprentices (1) Rate of pay. Apprentices will be permitted to work at less than the predetermined rate for the work they perform when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship (OA), or with a State Apprenticeship Agency recognized by the OA. A person who is not individually registered in the program, but who has been certified by the OA or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice, will be permitted to work at less than the predetermined rate for the work they perform in the first 90 days of probationary employment as an apprentice in such a program. In the event the OA or a State Apprenticeship Agency recognized by the OA withdraws approval of an apprenticeship program, the contractor will no longer be permitted to use apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (2) Fringe benefits. Apprentices must be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringe benefits must be paid in accordance with that determination. (3) Apprenticeship ratio. The allowable ratio of apprentices to joumeyworkers on the job site in any craft classification must not be greater than the ratio permitted to the contractor as to the entire work force under the registered program or the ratio applicable to the locality of the project pursuant to paragraph 4.a.(4) of this section. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated in paragraph 4.a.(1) of this section, must be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under this section must be paid not less than the applicable wage rate on the wage determination for the work actually performed. (4) Reciprocity of ratios and wage ratea Where a contractor is performing construction on a project in a locality other than the locality in which its program is registered, the ratios and wage rates (expressed in percentages of the joumeyworker's hourly rate) applicable within the locality in which the construction is being performed must be observed. if there is no applicable ratio or wage rate for the locality of the project, the ratio and wage rate specified in the contractor's registered program must be observed. b. Equal employment opportunity. The use of apprentices and joumeyworkers under this part must be in conformity with the equal employment opportunity requirements of Executive Order 11248, as amended, and 29 CFR Dart 30. c Apprentices and Trainees (programs of the U,S. DOT). Apprentices and trainees working under apprenticeship and skill training programs which have been certified by the Secretary of Transportation as promoting EEO in connection with Federal -aid highway construction programs are not subject to the requirements of paragraph 4 of this Section IV. 23 CFR 230.111(e)(2). The straight time hourly wage rates for apprentices and trainees under such programs will be established by the particular programs. The ratio of apprentices and trainees to joumeyworkers shall not be greater than permitted by the terms of the particular program. 5. Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract as provided in 29 CFR 5.5. 6. Subcontracts. The contractor or subcontractor must insert FHWA-1273 in any subcontracts, along with the applicable wage determination(s) and such other clauses or contract modifications as the contracting agency may by appropriate instructions require, and a clause requiring the subcontractors to include these clauses and wage determinations) in any lower tier subcontracts. The prime contractor is responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in this section. In the event of arty violations of these clauses, the prime contractor and any subcontractor(s) responsible will be liable for any unpaid wages and monetary relief, including interest from the date of the underpayment or loss, due to any workers of lower -tier subcontractors, and may be subject to debarment, as appropriate. 29 CFR 5.5. 7. Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12. B. Compliance with Davis -Bacon and Related Act requirements. All rulings and interpretations of the Davis - Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract as provided in 29 CFR 5.5. 9. Disputes concerning labor standards. As provided in 29 CFR 5.5, disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. 10. Certification of eligibility. a. By entering into this contract, the contractor certifies that neither it nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue (AN U.S.C. 3144(bt or §5.12(a). b. No part of this contract shall be subcontracted to any person or firm ineligible for award of a Govemment contract by virtue of 40 U.S.C. 3144(1) or § 5.12(a). c. The penalty for making false statements is prescribed in the U.S. Code, Title 18 Crimes and Criminal Procedure, 18 U.S.G. 1001. 11. Anti -retaliation. It is unlawful for any person to discharge, demote, intimidate, threaten, restrain, coerce, blacklist, harass, or in any other manner discriminate against, or to cause any person to discharge, demote, intimidate, threaten, restrain, coerce, blacklist, harass, or in any other manner discriminate against, any worker or job applicant for: a. Notifying any contractor of any conduct which the worker reasonably believes constitutes a violation of the DBA, Related Acts, this part, or 29 CFR Dart 1 or 3; b. Filing any complaint, initiating or causing to be initiated any proceeding, or otherwise asserting or seeking to assert on behalf of themselves or others any right or protection under the DBA, Related Ads, this part, or 29 CFR Dart 1 or 3; c. Cooperating in any investigation or other compliance action, or testifying in any proceeding under the DBA, Related Acts, this part, or 29 CFR Dart 1 or 3; or d. Informing any other person about their rights under the DBA, Related Acts, this part, or 29 CFR part 1 or 3. V. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT Pursuant to 29 CFR 5.5(b), the following clauses apply to any Federal -aid construction contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act These clauses shall be inserted in addition to the clauses required by 29 CFR 5.5(a) or 29 CFR 4.6. As used in this paragraph, the terms laborers and mechanics include watchpersons and guards. 1. Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 29 CFR 5.5. 2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph 1. of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages and interest from the date of the underpayment. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or 8 mechanic, including watchpersons and guards, employed in violation of the clause set forth in paragraph 1. of this section, in the sum currently provided in 29 CFR 5.5(b)(2)" for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph 1. of this section. " $31 as of January 15, 2023 (See 88 FR 88 FR 2210) as may be adjusted annually by the Department of Labor, pursuant to the Federal Civil Penalties Inflation Adjustment Act of 1990. 3. Withholding for unpaid wages and liquidated damages a. withholding process. The FHWA or the contracting agency may, upon its own action, or must, upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor so much of the accrued payments or advances as may be considered necessary to satisfy the liabilities of the prime contractor or any subcontractor for any unpaid wages; monetary relief, including interest; and liquidated damages required by the clauses set forth in this section on this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract subject to the Contract Work Hours and Safety Standards Act that is held by the same prime contractor (as defined in § 5.2). The necessary funds may be withheld from the contractor under this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract that is subject to the Contract Work Hours and Safety Standards Act and is held by the same prime contractor, regardless of whether the other contract was awarded or assisted by the same agency, and such funds may be used to satisfy the contractor liability for which the funds were withheld. b. Priority to withheld funds, The Department has priority to funds withheld or to be withheld in accordance with Section IV paragraph 2.a. or paragraph 3.a. of this section, or both, over claims to those funds by: (1) A contractor's surety(ies), including without limitation performance bond sureties and payment bond sureties; (2) A contracting agency for its reprocurement costs; (3) A trustee(s) (either a court -appointed trustee or a U.S. trustee, or both) in bankruptcy of a contractor, or a contractor's bankruptcy estate; (4) A contractor's assignee(s); (5) A contractor's successor(s); or (6) A claim asserted under the Prompt Payment Act, $1 U.S.C. 3901-3907. 4. Subcontracts. The contractor or subcontractor must insert in any subcontracts the clauses set forth in paragraphs 1. through 5. of this section and a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor is responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs 1. through 5. In the event of any violations of these clauses, the prime contractor and any subcontractor(s) responsible will be liable for any unpaid wages and monetary relief, including interest from the date of the underpayment or loss, due to any workers of lower - tier subcontractors, and associated liquidated damages and may be subject to debarment, as appropriate. 5. Anti -retaliation. It is unlawful for any person to discharge, demote, intimidate, threaten, restrain, coerce, blacklist, harass, or in any other manner discriminate against, or to cause any person to discharge, demote, intimidate, threaten, restrain, coerce, blacklist, harass, or in any other manner discriminate against, any worker or job applicant for: a. Notifying any contractor of any conduct which the worker reasonably believes constitutes a violation of the Contract Work Hours and Safety Standards Act (CWHSSA) or its implementing regulations in this part; b. Filing any complaint, initiating or causing to be initiated any proceeding, or otherwise asserting or seeking to assert on behalf of themselves or others any right or protection under CWHSSA or this part; c. Cooperating in any investigation or other compliance action, or testifying in any proceeding under CWHSSA or this part; or d. Informing any other person about their rights under CWHSSA or this part. VI. SUBLETTING OR ASSIGNING THE CONTRACT This provision is applicable to all Federal -aid construction contracts on the National Highway System pursuant to 23 CFR 635.116. 1. The contractor shall perform with its own organization contract work amounting to not less than 30 percent (or a greater percentage if specified elsewhere in the contract) of the total original contract price, excluding any specialty items designated by the contracting agency. Specialty items may be performed by subcontract and the amount of any such specialty items performed may be deducted from the total original contract price before computing the amount of work required to be performed by the contractor's own organization (23 CFR 635.116). a. The term "perform work with its own organization" in paragraph 1 of Section VI refers to workers employed or leased by the prime contractor, and equipment owned or rented by the prime contractor, with or without operators. Such term does not include employees or equipment of a subcontractor or lower tier subcontractor, agents of the prime contractor, or any other assignees. The term may include payments for the costs of hiring leased employees from an employee leasing firm meeting all relevant Federal and State regulatory requirements. Leased employees may only be included in this tern if the prime contractor meets all of the following conditions: (based on longstanding interpretation) (1) the prime contractor maintains control over the supervision of the day -today activities of the leased employees; (2) the prime contractor remains responsible for the quality of the work of the leased employees; (3) the prime contractor retains all power to accept or exciude individual employees from work on the project; and (4) the prime contractor remains ultimately responsible for the payment of predetermined minimum wages, the submission of payrolls, statements of compliance and all other Federal regulatory requirements. b. "Specialty Items" shall be construed to be limited to work that requires highly specialized knowledge, abilities, or equipment not ordinarily available in the type of contracting organizations qualified and expected to bid or propose on the contract as a whole and in general are to be limited to minor components of the overall contract. 23 CFR 635.102. 2. Pursuant to 23 CFR 635.116(a), the contract amount upon which the requirements set forth in paragraph (1) of Section VI is computed includes the cost of material and manufactured products which are to be purchased or produced by the contractor under the contract provisions. 3. Pursuant to 23 CFR 635.116(c), the contractor shall furnish (a) a competent superintendent or supervisor who is employed by the firm, has full authority to direct performance of the work in accordance with the contract requirements, and is in charge of all construction operations (regardless of who performs the work) and (b) such other of its own organizational resources (supervision, management, and engineering services) as the contracting officer determines is necessary to assure the perfornance of the contract. 4. No portion of the contract shall be sublet, assigned or otherwise disposed of except with the written consent of the contracting officer, or authorized representative, and such consent when given shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract. Written consent will be given only after the contracting agency has assured that each subcontract is evidenced in writing and that it contains all pertinent provisions and requirements of the prime contract. (based on long- standing interpretation of 23 CFR 635.116). 5. The 30 -percent self -performance requirement of paragraph (1) is not applicable to design -build contracts; however, contacting agencies may establish their own self -performance requirements. 23 CFR 635.116(d). VII. SAFETY: ACCIDENT PREVENTION This provision is applicable to all Federal -aid construction contracts and to all related subcontracts. 1. In the performance of this contract the contractor shall comply with all applicable Federal, State, and local laws governing safety, health, and sanitation (23 CFR Part 635). The contractor shall provide all safeguards, safety devices and protective equipment and take arty other needed actions as it determines, or as the contracting officer may determine, to be reasonably necessary to protect the life and health of employees on the job and the safety of the public and to protect property in connection with the performance of the work covered by the contract. 23 CFR 635.108. 2. It is a condition of this contract, and shall be made a condition of each subcontract, which the contractor enters into pursuant to this contract, that the contractor and any subcontractor shall not permit any employee, in performance of the contract, to work in surroundings or under conditions which are unsanitary, hazardous or dangerous to his/her health or safety, as determined under construction safety and 10 health standards (29 CFR Part 1926) promulgated by the Secretary of Labor, in accordance with Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704). 29 CFR 1926.10. 3. Pursuant to 29 CFR 1926.3, it is a condition of this contract that the Secretary of Labor or authorized representative thereof, shall have right of entry to any site of contract performance to inspect or investigate the matter of compliance with the construction safety and health standards and to carry out the duties of the Secretary under Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704), VIII. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS This provision is applicable to all Federal -aid construction contracts and to all related subcontracts. In order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers, contractors, suppliers, and workers on Federal - aid highway projects, it is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification, distortion, or misrepresentation with respect to any facts related to the project is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, Form FHWA-1022 shall be posted on each Federal -aid highway project (23 CFR Part 635) in one or more places where it is readily available to all persons concerned with the project: 18 U.S.C. 1020 reads as follows: "Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever, whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character, quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans, maps, specifications, contracts, or costs of construction on any highway or related project submitted for approval to the Secretary of Transportation; or Whoever knowingly makes any false statement, false representation, false report or false claim with respect to the character, quality, quantity, or cost of any work performed or to be performed, or materials furnished or to be fumished, in connection with the construction of any highway or related project approved by the Secretary of Transportation; or Whoever knowingly makes any false statement or false representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal -aid Roads Act approved July 11, 1916, (39 Stat. 355), as amended and supplemented: Shall be fined under this title or imprisoned not more than 5 years or both." IX. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT (42 U.S.C. 7606; 2 CFR 200.88; EO 11738) This provision is applicable to all Federal -aid construction contracts in excess of $150,000 and to all related subcontracts. 48 CFR 2.101; 2 CFR 200.327. By submission of this bid/proposal or the execution of this contract or subcontract, as appropriate, the bidder, proposer, Federal -aid construction contractor, subcontractor, supplier, or vendor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal Highway Administration and the Regional Office of the Environmental Protection Agency.. 2 CFR Part 200, Appendix II. The contractor agrees to include or cause to be included the requirements of this Section in every subcontract, and further agrees to take such action as the contracting agency may direct as a means of enforcing such requirements. 2 CFR 200,327. X. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION This provision is applicable to all Federal -aid construction contracts, design -build contracts, subcontracts, lower -tier subcontracts, purchase orders, lease agreements, consultant contracts or any other covered transaction requiring FHWA approval or that is estimated to cost $25,000 or more — as defined in 2 CFR Parts 180 and 1200. 2 CFR 180.220 and 1200.220. 1. Instructions for Certification — First Tier Participants: a. By signing and submitting this proposal, the prospective first tier participant is providing the certification set out below. b. The inability of a person to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The prospective first tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective first tier participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. 2 CFR 180.320. c. The certification in this clause is a material representation of fact upon which reliance was placed when the contracting agency determined to enter into this transaction. If it is later determined that the prospective participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the contracting agency may terminate this transaction for cause of default. 2 CFR 180.325. d. The prospective first tier participant shall provide immediate written notice to the contracting agency to whom this proposal is submitted if any time the prospective first tier participant teams that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 2 CFR 180.345 and 180.350. e. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900-180.1020, and 1200. "First Tier Covered Transactions" refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). "Lower Tier Covered Transactions" refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). "First Tier Participant" refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). °Lower Tier Participant" refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). f. The prospective first tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. 2 CFR 180.330, g. The prospective first tier participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered Transactions," provided by the department or contracting agency, entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 180.300, h. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. 2 CFR 180.300; 180.320, and 180.325. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. 2 CFR 180.335. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (https.//www.sam.aov/). 2 CFR 160.300, 180.320, and 180.325. i. Nothing contained in the foregoing shall be construed to require the establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of the prospective participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. j. Except for transactions authorized under paragraph (f) of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 2 CFR 180.325. 2. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — First Tier Participants: a. The prospective first tier participant certifies to the best of its knowledge and belief, that it and its principals: (1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.335;. (2) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public Vansaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property, 2 CFR 180.800; (3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, Stale or local) with commission of any of the offenses enumerated in paragraph (a)(2) of this certification, 2 CFR 180.700 and 180.800; and (4) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. 2 CFR 180.335(d). (5) Are not a corporation that has been convicted of a felony violation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and (6) Are not a corporation with any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability (USDOT Order 4200.6 implementing appropriations act requirements). b. Where the prospective participant is unable to certify to any of the statements in this certification, such prospective participant should attach an explanation to this proposal. 2 CFR 180.335 and 180.340. 3. Instructions for Certification - Lower Tier Participants: (Applicable to all subcontracts, purchase orders, and other lower tier transactions requiring prior FHWA approval or estimated to cost $25,000 or more - 2 CFR Parts 180 and 1200). 2 CFR 180.220 and 1200.220. a. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below. b. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. c. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant leams that its certification was erroneous by reason of changed circumstances. 2 CFR 180.365. d. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and 'voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900 -180.1020, and 1200. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. "First Tier Covered Transactions" refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). "Lower Tier Covered Transactions" refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). "First Tier Particlpanr refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). "Lower Tier Participant" refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). e. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 2 CFR 1200.220 and 1200.332. f. The prospective lower tier participant further agrees by submifting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 1200.220. g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (httos://www.sam.gov/), which is compiled by the General Services Administration. 2 CFR 180,300, 180.320, 180.330, and 180.335. h. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. i. Except for transactions authorized under paragraph a of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily 12 excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 2 CFR 180.325. 4. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion --Lower Tier Participants: a. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals: (1) is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.355; (2) is a corporation that has been convicted of a felony violation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and (3) is a corporation with any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (USDOT Order 4200.6 implementing appropriations act requirements) b. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant should attach an explanation to this proposal. Xl. CERTIFICATION REGARDING USE OF CONTRACT FUNDS FOR LOBBYING This provision is applicable to all Federal -aid construction contracts and to all related subcontracts which exceed $100,000. 49 CFR Part 20, App. A. 1. The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or 13 cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 2. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 3. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly, XII. USE OF UNITED STATES -FLAG VESSELS: This provision is applicable to all Federal -aid construction contracts, design -build contracts, subcontracts, lower -tier subcontracts, purchase orders, lease agreements, or any other covered transaction. 46 CFR Part 381. This requirement applies to material or equipment that is acquired for a specific Federal -aid highway project. 46 CFR 381.7. It is not applicable to goods or materials that come into inventories independent of an FHWA funded -contract. When oceanic shipments (or shipments across the Great Lakes) are necessary for materials or equipment acquired for a specific Federal -aid construction project, the bidder, proposer, contractor, subcontractor, or vendor agrees: 1. To utilize privately owned United States -flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to this contract, to the extent such vessels are available at fair and reasonable rates for United States -flag commercial vessels. 48 CFR 381.7. 2. To fumish within 20 days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, 'on -board' commercial ocean bill -of -lading in English for each shipment of cargo described in paragraph (b)(1) of this section to both the Contracting Officer (through the prime contractor in the case of subcontractor bills -of -lading) and to the Office of Cargo and Commercial Sealift (MAR -820), Maritime Administration, Washington, DC 20590. (MARAD requires copies of the ocean carrier's (master) bills of lading, certified onboard, dated, with rates and charges. These bills of lading may contain business sensitive information and therefore may be submitted directly to MARAD by the Ocean Transportation Intermediary on behalf of the contractor). 46 CFR 381.7. ATTACHMENT A - EMPLOYMENT AND MATERIALS PREFERENCE FOR APPALACHIAN DEVELOPMENT HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS ROAD CONTRACTS (23 CFR 633, Subpart B, Appendix B) This provision is applicable to all Federal -aid projects funded under the Appalachian Regional Development Act of 1965. 1. During the performance of this contract, the contractor undertaking to do work which is, or reasonably may be, done as on -site work, shall give preference to qualified persons who regularly reside in the labor area as designated by the DOL wherein the contract work is situated, or the subregion, or the Appalachian counties of the State wherein the contract work is situated, except: a. To the extent that qualified persons regularly residing in the area are not available. b. For the reasonable needs of the contractor to employ supervisory or specially experienced personnel necessary to assure an efficient execution of the contract work. c. For the obligation of the contractor to offer employment to present or former employees as the result of a lawful collective bargaining contract, provided that the number of nonresident persons employed under this subparagraph (1c) shall not exceed 20 percent of the total number of employees employed by the contractor on the contract work, except as provided in subparagraph (4) below. 2. The contractor shall place a job order with the State Employment Service indicating (a) the classifications of the laborers, mechanics and other employees required to perform the contract work, (b) the number of employees required in each classification, (c) the date on which the participant estimates such employees will be required, and (d) any other pertinent information required by the State Employment Service to complete the job order form. The job order may be placed with the State Employment Service in writing or by telephone. If during the course of the contract work, the information submitted by the contractor in the original job order is substantially modified, the participant shall promptly notify the State Empbyment Service. 3. The contractor shall give full consideration to all qualified job applicants referred to him by the State Employment Service. The contractor is not required to grant employment to any job applicants who, in his opinion, are not qualified to perform the classification of work required. 4. If, within one week following the placing of a job order by the contractor with the State Employment Service, the State Employment Service is unable to refer any qualified job applicants to the contrador, or less than the number requested, the State Employment Service will forward a certificate to the contractor indicating the unavailability of applicants. Such certificate shall be made a part of the contractor's permanent project records. Upon receipt of this certificate, the contractor may employ persons who do not normally reside in the labor area to fill positions covered by the certificate, notwithstanding the provisions of subparagraph (1c) above. 5. The provisions of 23 CFR 633.207(e) allow the contracting agency to provide a contractual preference for the use of mineral resource materials native to the Appalachian region. 6. The contractor shall include the provisions of Sections 1 through 4 of this Attachment A in every subcontract for work which is, or reasonably may be, done as on -site work. 14 Rose Everett From: Sent: To: Subject: Attachments: Kyle Christensen <kchristensen@adionats.com> Wednesday, May 14, 2025 11:45 AM bids Adiona Bid Conflict Warning Systems at Two Locations (CDOT #25763) Adiona Bid Bond Conflict Warning.pdf; Adiona BID Proposal CONFLICT WARNING SYSTEMS AT 2 LOCATIONS - B2500063 (25763) 5-14-25_signed.pdf; 25.01.07 W9.pdf This Message Is From an External Sender This email was sent by someone outside Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hello, Please see our attached Bid for Conflict Warning Systems at Two Locations (CDOT #25763) I hereby waive my right to a sealed bid. FYI, i also submitted this on BidNet.com Thanks, Kyle Christensen Vice President Adiona Transportation Solutions, LLC 6145 Broadway Suite 8 Denver CO 80216 720-375-6800 (Cell) kchristensengadionats.com ADIONA TRANSPOR ATION SOLU T IONS 1 BID BOND Conform. with The American Inetitute of Architects, A.I,A. Document No, A-910 KNOW ALL BY THESE PRESENTS, That we. Adlona Transportation Solutions, LLC, 6145 Broadway, Denver, CO 80216 as Principal, hereinafter called the Principal, and the RLl Insurnnce Company of 9025 N. Llndberttb Drive. Peorla. IL 61615 . a corporation duly organized under the laws of the State of Moots . as Surety, hereinafter called the Surety, are held and firmly bound unto Weld Countv Public Works Department as Obligee. hereinafter called the Obligee. in the sum of FIVE PERCENT OF AMOUNT BID Dollars (5 5% ) , for the payment of which sum well and truly to be made, the said Principal and the said Surety, bind ourselves, our heirs, executors. administrators, successors and assigns, jointly and severally, finnly by these presents. WHEREAS, the Principal has submitted a bid for Conflict Warning Systems at Two Locations (CDOT.25763) NOW, THEREFORE, if the Obligee shall accept the bid of the Principal and the Principal shall enter into a Contract with the Obligee in accordance with the terms of such bid, and give such bond or bonds as may be specified in the bidding or Contract Documents with good and sufficient surety for the faithful performance of such Contract and for the prompt payment of labor and material furnished in the prosecution thereof, or in the event of the failure of the Principal to enter such Contract and give such bond or bonds, if the Principal shall pay to the Obligee the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the Obligee may in good faith contract with another party to perform the Work covered by said bid, then this obligation shall be null and void, otherwise to remain in full force and effect. Signed and sealed this 14th day of _4(aohi2AA. 5:005110EEF 12100 Witness Witness May 2025 Adlona Trapportation Solutions, LLC (Seal) Principal RLl Insurance Company { By (keg Alex Mausbaci s�(�ttotate)rtisifact t pulalr►,►►yr, P�,NSP. S .t /4.1% 0 al c�s7_:g POWER OF ATTORNEY RLI Insurance Company Contractors Bonding and Insurance Company 9025 N. Lindbergh Dr. Peoria, IL 616 (5 Phone: 800.645-2402 Know All Men by These Presents: That this Power of Attorney is not valid or in effect unless attached to the bond which it authorizes executed, but may be detached by the approving officer if desired. That RLI Insurance Company and/or Contractors Bonding and Insurance Company, each an Illinois corporation, (separately and together, the "Company") do hereby make, constitute and appoint: s„ter,,, ,n,ntty or _ -- .. .- -�- .�_—,._ . _,. ►„r.,..�r.s ti n„enn Caooer. F^�'� severally in the City of Omaha State of Nebraska its true and lawful Agent(s) and Attomey(s) in Fad, with full power and authority hereby conferred, to sign, execute, acknowledge and deliver for and on its behalf as Surety, in general, any and all bonds and undertakings in an amount not to exceed Twenty Five Million Dollars ( 525.000.000.00 ) for any single obligation. The acknowledgment and execution of such bond by the said Attorney in Fad shall be as binding upon the Company as if such bond had been executed and acknowledged by the regularly elected officers of the Company. RLI Insurance Company and/or Contractors Bonding and Insurance Company, as applicable, have each further certified that the following is a true and exact copy of a Resolution adopted by the Board of Directors of each such corporation, and is now in force, to -wit; "All bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation shall be executed in the corporate name of the Company by the President, Secretary, any Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attomeys in Fact or Agents who shall have authority to issue bonds, policies or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile." IN WITNESS WHEREOF, the RLI Insurance Company and/or Contractors Bonding and Insurance Company, as applicable, have caused these presents to be executed by its respective Sr. Vice President with its corporate seal affixed this 15dr day of April , 2025 . _-� ,e''• nano SEAL • State of Ohio SS County of Cuyahoga On this _Ilk_ day of Aadj_; 2025 , before me, a Notary Public, personally appeared Eric Raudrns who being by me duly sworn, selmowledged that he signed the above Power of Attorney as the aforesaid officer of the RLI Insurance Company and/or Contractors Bonding and Insurance Company and acknowledged said instrument to be the voluntary act and deed of said corporation. By: 2u44rto2o2u RLI Insurance Company dT ..•�pttCE* Contractors Bon lug and ace Company I SEAL I is BY: •F= Eric Ranc •ios Sr. Vice President CERTIFICATE I, the undersigned officer of RLI Insurance Company and/or Contractors Bonding and Insurance Company, do hereby certify that the attached Power of Attorney is in full force and effect and is irrevocable; and furthermore, that the Resolution of the Company as set forth in the Power of Attorney, is now in force. In tesumony whereof, 1 have hereunto set my hand and the seal of the RLI Insurance Company_ and/or Contractors Bonding and Insurance Company this _19M day of Mari , 1.O7A . RLI Insurance Company Contractors Booding and Insurance Company By: Jeffrey DCFic�! v " D Ji.e4c. Corporate Secretary A0058O19 Weld County Finance Department Purchasing Division 1301 North 17th Avenue Greeley, Colorado 80631 Construction - Invitation for Bid (IFB) Cover Sheet Bid Number: 82500063 Title: Conflict Waming Systems at Two Locations (CDOT #25763) Advertisement Date: April 18, 2025 Pre- Bid Meeting: May 1, 2025, at 1:00 PM. Pre- Bid Location: 1111 H Street, Greeley, Colorado Questions Due: May 9, 2025, at 1:00 PM. Questions Posted: May 9, 2025, at 5:00 PM. Questions email: bidsaweld.gov Bid Due Date: May 14, 2025, at 1:00 PM, Purchasing's Clock Bid Delivery: Preferred email to bidseweld.aov or option to hand delivery to 1301 North 17th Avenue, Greeley, CO 80631 For additional information: bidsaweld.gov Documents Included in this Bid Package IFB Schedules IFB Attachments Schedule A: Bid Instructions Schedule B: Scope of Work Schedule C: Project Schedule Schedule D: Bid Form Schedule E: Insurance & Bonds Schedule F: Weld County Contract Form Revision 12-202,4 Attachment 1 — All Bidders Required Forms Attachment 2 — Low Bidder Required Forms Attachment 3 — Special Provisions Attachment 4 — Drawings 11" x 17" Schedule D - Bid Response Form Bid Submittal Instructions The following items must be completed and submitted with your bid on or before the bid opening deadline of May 14, 2025, at 1:00 PM. 1) Schedule D — Bid Response Form. 2) Any potential or future Addenda must be completed/acknowledged. 3) All other items as requested in the Bid Specifications and/or Scope of Work. Failure to include any of the above items upon submittal of your bid may result in your bid being incomplete, non -responsive, and your bid being rejected. If there are any exclusions or contingencies submitted with your bid it may be disqualified. Fees Provide fees for this project in the Bid Schedule below: Item No. BID SCHEDULE ITEM DESCRIPTION Unit Bid Quantily Unit Price ($) Total Price ($) 202-00810 Removal of Ground Sign EACH 8 339.00 2,712.00 6'14-00011 Sign Panel (Class I) SF 59 43.00 2,537.00 614-00012 Sign Panel (Class II) SF 16 63.00 1,008.00 614-01583 Signpost (2.5 Inch Round Sch 80) (Post and Socket) EACH 1 1,489.00 1,489.00 614-10110 LED Warning Sign System EACH 4 5,015.00 20,060.00 614-72886 Intersection Detection System (Camera) EACH 8 7,653.00 I. 61,224.00 614-80004 Flashing Beacon (Special) EACH 8 3,694.00 29,552.00 630-00000 Flagging HOUR 48 44.00 2,112.00 630-00007 Traffic Control Inspection (TCI) DAY 12 275.00 3,300.00 830-00012 Traffic; Control Management (TCM) DAY 18 1,083.00 19,494.00 "030-80341 Construction Traffic Sign (A) EACH 5 22.00 110.00 630-80342 Construction Traffic Sign (B) EACH 11 37.00 407.00 630-80360 Drum Channelizing Device EACH 30 14.00 420.00 630-80380 Traffic; Cone EACH 50 9.00 450.00 NOTE: INCLUDE ALL FORCE ACCOUNT ITEMS AND AMOUNTS IN THE TOTAL BID AMOUNT. 7'00-70010 F/A Minor Contract Revisions F/A 1 $10,000.00 $10,000.00 7'00-70016 ` F/A Fuel Cost Adjustment F/A 1 $1,000.00 j $1,000.00 7'00-70380 F/A Erosion Control F/A 1 $2,000.00 I $2,000.00 TOTAL BID AMOUNT ($):157,875.00 One Hundred Fifty -Seven Thousand, Eight Hundred Seventy.Five Dollars. Solicitation # B2500063 Page 7 Bidders have the option to accept FUEL COST ADJUSTME=NT in accordant:e with the Revision of Section 109 — Fuel Cost Adjustment. 'To accept this standard special provision, the bidder must select "YES" below. To not accept this, standard special provision, the bidder must select "NO" or select neither choice below. After bids are submitted, bidders will not be given another opportunity to accept or reject this adjustment. YES, 1 choose to accept Fuel Cost Adjustment for this project. X NO, I choose to NOT accept Fuel Cost Adjustment for this project. Attestation The undersigned, by his or her signature, hereby acknowledges and represents that: 1. The bid proposed herein meets all the conditions, specifications and special provisions set forth in the Invitation for Bid for Request B2500063. 2. The quotations set forth herein are exclusive of any federal excise taxes and all other state and local taxes. 3. He or she is authorized to bind the below -named bidder for the amount shown on the accompanying bid sheets. 4. Acknowledgement that bidder is required to submit a current IRS Farm W9 upon award and prior to contracting. 5. Acknowledgement of Schedule E — Insurance and Bonds. 6. Acknowledgment of Schedule: F — Weld County Contract. 7. By submitting a responsive bid or proposal, the supplier agrees to be bound by all terms and conditions of the solicitation as established by Weld County. 8. Weld County reserves the right to reject all bids, to waive any informality in the bids, and to accept the bid that, in the opinion of the Board of County Commissioners, is to the best interests of Weld County. The bid(s) may be awarded to more than one vendor. item Entry Company Name: Adiona Transportation Solutions, LAC Address: 6145 Broadway' Denver CO 80218 Phone _ _ 720.600.3043 Email: _ kdunscombCa'�adionats.com FEIN/Federal Tax ID #: 85-2336908 CONTRACTOR: Name: Kathryn Dunn:omb Title: President 5/14/2025 Date of Signature: Solicitation # B2500063 Page 8 Form W-9 (Rev. October 2018) oeparestent mutt Revenue Serviceervery internal Request for Taxpayer Identification Number and Certification ► Go to www.lragov/FormW9 for instructions and the latest Information. Give Form to the requester. Do not send to the IRS. 0 a 1 Name (as show on your income tax return). Name Is required on this fine; do not: leave this line blank. Adiona Transporation Solutions, LLC Business nameraisregarded entity name, if different from above S Check eppropnets box for federal tax classification of the person whose name IS entered on line 1. Check only one of the following seven boxes. ❑ IndhAdual/sole proprietor or ❑ C Corporation ❑ s Corporation ❑ Partnership ❑ Tmsttstate single -member LLC ❑ Limited liability company. Enter the tax classi lcation (C=C corporation, S=S •.o poratlon, Partnership) ► _ S Note: Check the appropriate box in the line obcve for the tax classification c r the single -member owner. Do not check LLC if the LLC is classified as a singtomembsr LLC that Is disregarded from the owner unless the owner cr the LLC is another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single -member LLC that is disregarded from the owner should check the appropriate box for the lax classification of Its owner. ❑ Other (see Irstructione) ► 6 Address (number, street, and apt. or suite no.) Saar instructions, 6145 Broadway, Ste 8 8 City, state, and 4. code Denver, CO 80216 7 Ust account numbers) here 00 0.0 4 Exemptions (codes apply only to certain entities, ncl individuals; see instructions on page 3): Exempt payee code (it arty) Exemption from FATCA reporting code Of any) (Apphes ro susounk n.htned outside Ma US.) Reques,or s name and address (optional) Taxpayer Identification Number (TIN) Enter your TIN In the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For nd)viduals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity. see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later. Note: if the account is in more than one name, see tie instructions for line 1. Also see What Name and Number To Give the Requester for guidelines on whose number to enter. Social security number Ill I 1 III or Employer Identification number ' 185- 2 3 3 "a 9 0 8 IM Certification Under penalties of perjury, 1 certify that: 1, The number shown or this form is my correct taxpayer identification number for I am waiting for a number to be issued to me); and 2. I am not subject to backup withholding because: la) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure 10 report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3.1 am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification Instructions. You must cross out item 2 :above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on our tax return. For real estate transactions, item 2 does nol apply. For mortgage interest paid, acquisition or abandonment of secured property, cancefation of debt, contributions to an Individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part II, later. Sign signature or Here us. person ► 11 General Instructions Section references are cc' the internal Revenue Cote unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/Form.. Purpose of Form An individual or entity (Form W-9 requester) who is ,required to file an Information return with the IRS must obtain your correct taxpayer Identification number (PN) which may be your social security number (SSN), individual taxpayer identification number (FIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount !said to you, or other amount reportable on an information return. Examples of Information retums include, but are not limited to, the following. • Form 1098-INT (interrst earned or paid) Date ► 01/07/2025 • Form 1099-DIV (dividends, including those from stocks or mutual Funds) • Form 1099-MISC (various types of Income, prizes, awards, or gross proceeds) • Forrn 1099-8 (stock or mt:Lai fund sales and certain other Tansactions by brokers) • Form 1099-S (proceeds from real estate transactional • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (studelt loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you rare a U.S, person Qincluding a resident alien), to provide your correct TIN. ff you do not return Form W-9 to the requester with a riN, you might is subject to backup withhal sing. See What is backup withholding, later. Cat. No. 10231X Form 1N-9 (Rev. 10-2018) TITLE 49, CFR, PART 29 DEBARMENT AND SUSPENSION CERTIFICATION (To be signed by authorized signatory of Bidder) The undersigned, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, manager. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency. Has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past 3 years. Does not have a proposed debarment pending. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any manner involving fraud or official misconduct within the past 3 years. Has not within the past 3 years had one or more public transactions (federal, state, or local) terminated for cause or default. If there are any exceptions to this certification, insert the exceptions in the following space. Exceptions will not necessarily result in denial of Award but will be considered in determining bidder responsibility. For any exception noted above, indicate below to whorr, it applies, initiating agency, and dates of action. Ndate: Providing false information may result in riminal pros • or adminstrative sanctions. Date: 5/14/2025 Signet President Title CERTIFICATION OF COMPLIANCE WITH EQUAL OPPORTUNITY CLAUSE REQUIREMENTS (To be signed by authorized signatory of Bidder) The Bidder certifies that (1) lit/he/she] has �_ has not developed affirmative action programs on file at each establishment pursuant to 41 CFR § 60-4 and (2) [it/he/she] has X has not , participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, tit/he/she] has filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filing requirements. Date: Mav 14.2025 Bidder Name: Kathryn Dunscomb Siva Title: President Note: The above certification is required by the Equal Employment Opportunity Regulations of the Secretary of Labor (41 CFR 60-1.7(b)(1)) and must be submitted by Bidders only in connection with contracts which are subject to the egilal opportunity clause. Contracts which are exempt from the equal opportunity clause are .t forth in 41 CFR 60- 1.5. (Generally only contracts or subcontracts of $10,000 or under are exempt.) Currently, Standard Fomi '100 (EEO -1) is the only report required by the Executive Orders or their implementing reg,ul anions. Proposed contractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b)(1) prevents the award of contracts unless such contractor submits a report covering the delinquent period or such other period specified by tl ie Federal Highway Administration or by the Director, Office of Federal Contract Compliance: U.S. Department of Labor. COLORADO DEPARTMENT OF TRANSPORTATIONSHO CO30-091 (25763) I- ANTI -COLLUSION AFFIDAVIT H3ION 92 `�H3921WCR43 anti WCR38/17 Intersections I hereby attest that I am th , person responsible within my fine for the final de ;vision as to the price(s) end amount of this bid or, if not, the& I have written authorize:ion, enclosed herewith, from that person to make tie statements set out below on his or her behalf and on behalf of my firm. I 1 Luther attest that: 1 The price(s) and amount of this bid have been arrived at independently, without consultation, cot mmunieation, or agreement for tj'u purpose or with the effi,, of restricting competition with any other firm or person who is a bidder u potential prime bidder. 20; Neither the price(s) ,mr the amount of this bicl have been disclosed to any other firm or person who is a bidder or potential prime bidder on this project and trill not be so disclosed poor to bid opening. 2Ei, Neither the prices nor the amount of the bid of any other fimt or persco who is a bidder or potential prime bidder on this project haya been disclosed to me or my firm. 3, No attempt has beer rnade to solicit, cause, or induce any firm or pen. on who is a bidder or pa ential prime bidder to refrain from bidding on this project, or tti submit a bid higher that the bid of this firm, or n ty intentionally high or non- competitive bid or other form of complementary bid. 31:i. No agreement has been promised or solicited for any other firm or pemn who is a bidder or pcte "tat prime bidder on this pi aject to submit an intentionally high, noncompetiti vw, or other form of complementary bid on this pro,e t. 4 The bid of my firm is made in good faith and no t pursuant to any consultation, communication, efireement or discussion with, or inducement or solicitation by or from any firm or per eon to submit any intentionally high, noncompetitive or other form of complementary bid. 5 My firm has not offere :I or entered into a subcciotract or agreement regarding the purchase or simi a of materials or services from any firm or person, or offer; d, promised or paid castor anything of value to any firm or person, whether in connection with this or any diner project, in consideraticn for an agreement or promise by any firm or person to refrain from bled. cl or to submit any intentionally high, noncompetitive or other form of complemental y bid or agreeing or pron ising to do so on this pre,ect, 6 My firm has not accepled or been promised ari subcontract or agreemon: regarding the sale of materials or services to any firm or person, and has not been promised or paid cash or anything of value by any firm or person, whethe=r in connection with this or any other project, in consideration for my firm's submittit iI any Intentionally high, Noncompetitive or other form of complementary bid, or agreeing or promising to do so, on this project. 7 I have made a diligent nquiry of all members, dificets, employees, and ..mgents of my firm with ter: ponsibitities relating to the pi,paration, approval or st,mission of my firm's bic: on this project and have been advised by each et them that he or she has not participated in any eommu-iie.ation, consultation, dis ,ession, agreement, coil is,on, or other conduct h :onsistent with any of the statements and representations made in this affidavit. S. I understand and my turn understands that any misstatement in this affidavit is and shall be treat ,d as a fraudulent concealment from the Colorado Department of Transportationof the true facts relating to .;ubmission of bids for thi ; contract. I CNECLARE uNDER PENnt. rY OF PERJURY IN THE SECOND DEGREE, MID ANY OTHER APPL GABLE STATE OR FEDERAL LAWS, THAT THE STATEMENTS MADE ON THIS DOCUMENT ARE TRUE AND COMPLETE TO T HE BEST OF MY KNOWLEDGE. C, nraetore Oral or company name ..r a Traespwmtlon Botuttons, LL, Yr. , anbaotora ono or company name. x K:nt venture, By Kathryn °unsorted Title Resident 1 Dale 5/1:2025 ey me Sworn to before me this , day of, Itit .nry Rrax: o. (ommntlon Iwo. —.90akie NOTE: This document must be signed In ink. oae 20 g5 EVELYN ptUMIN Notary Public State of Colorado Notary 1D n 20224016777 My Commission Expires 04-26.2028 CDOT Form #6061/02 COLORADO DEPARTMENT OF TRANSPORTATION BIDDERS LIST Project Name/Description Project Number Project Code/ SubAccount Proposal Date Conflict Warning Systems at Two Locations 25763 5/14/2025 Contractor Adiona Transportation Solutions, LLC Region 4 Subcontractors/SuppliersNendors: The bidder must list all firms seeking to participate on the contract. This information is used by the Colorado Department of Transportation (CDOT) to determine overall goals for the Disadvantaged Business Enterprise Program. Failure to submit this form may result in theproposai being rejected. Firm Name Email Work Proposed (Select all that apply) DBE (Y/N) Selected (Y/N) Traffic Signal Controls estimating a.trafsig.com Signal Equipment N Y NOCO Barricade inc. Stevie.Moran@NOCOBarricade.com Control N Y GDT Traffic Control joe@gdttraffic.com Traffic Control N N I certify that the information provided herein is true and correct to the best of my knowledge. Name Kathryn Dunscomb �— Sign ure/Ini ' �J� -- - Title President _ Date 5/14/2025 Work Proposed Categories: 1 Materials and Supplies 2. Flagging and Traffic Control 3. Trucking and Hauling 4. Precast Concrete. Foundations. and Footings 5. Concrete Paving. Flatwork and Repair 6. Lighting and Electrical 7 Signs. Signal Installation. and Guardrail 8 Fencing 9 Buildings and Vertical Structures 10 Utility, Water and Sewer Lines 11. Structural Steel and Steel Reinforcement 21 Clearing, Demolition. Excavation and 12. Riprap and Anchored Retaining Walls Earthwork 13. Landscape and Erosion Control 22 Engineering and Surveying Services 14. Bridge and Bridge Deck Construction 23 Public Relations and Involvement 15. Asphalt Paving 24. Piles and Deep Foundations 16. Road and Parking Lot Marring 25. Waste Management and Recycling 17. Chip Seal, Crack Seal. Joint Seal and 26. Site Clean Up Crack Fill 27. Mechanical and HVAC 18. Bridge Painting and Coaling 28. Tunnel Construction 19. Stairway and Omamental Metal 29. Profiling and Grinding 20. Parking Lots and Commercial Sidewalks 30 Environmental Health and Safely This form must be submitted by the proposal deadline. For CDOT projects, submit to cdot ha dbeformsfstate.co.us. CDOT Form #1413 12/16 COLORADO DEPARTMENT OF TRANSPORTATION ANTICIPATED DBE PARTICIPATION PLAN Bidder Adiona Transportation Solutions, LLC Project Name: Conflict Warning Systems at Two Locations Bidder Contact: Kylc Christensen Subaeeount #: 2576. Bidder Phone: 20.375.6800 Bid Submission Date: 5,144,025 Bidder Email; kchristcnsat@adionats.cota DBE Contract Goal: 0 Preferred Contact Method: rriail Region: 4 BE Comm nts DBE Firm Name Work to Be Performed Commitment Amount Eligible Participation NONE Total Eligible Participator $0.0f1 Total Bid Amounl Total Eligible Participation Percentage #DIV/0 Bidder Signature COMMITMENTS LISTED ON THIS FORM SHALL BE BINDING ON THE BIDDER UPON CONTRACT AWARD. IF THE DBE GOAL IS ZERO, DBE COMMITMENTS ARE OPTIONAL AND THE BIDDER IS NOT REQUIRED TO LIST_ ANY DBE COMMITMENTS ON THIS FORM. This section must you declare under are true and are bid has been you shall submit of all good and that their on be signed by an individual with the authority to bind the Bidder. By signing this form, as an authorized representative of the Bidder, penalty of perjury in the second degree and any other applicable state or federal laws that the statements made in this document complete to the best your knowledge. Further, you attest that you understand the following: COOT shall not award a contract (or provide its concurrence to award a Local Agency Project) until it has been determined that commitments sufficient to meet the DBE contract goal or else good faith efforts have been made to meet the goal despite falling short. Once your submitted, commitments may not be modified or terminated without the approval of CDOT. If selected as the lowest apparent bidder, a Form 1415 for each commitment listed above. If you have not met the contract goal, you will also be required to submit documentation faith afforts to meet the contract goal. It is your responsibility to ensure that the selected DBEs are certified for the work to be performed eligible participation has been properly counted. Please review your projects DBE requirements for additional information and instructions calculating eligible participation. Name Kathryn Dunscomb Title President Signet Date 5/24/2025 OT Form # 1414 10/20 Form (Rev. October 2019) Department of the Treasury Internal Revenue Service 1 Name (es shown on your Income tax return). Name Is required on this kW; do not leave i. Me blank. Adiona Transportation Solutions, LLC 2 Business name/disregarded entity name, if different from above a: m a c 0 • D C A Request for Taxpayer identification Number and Certification ► Coo to wwwirs.gov/FormW9 for instructions and the latest information. Give Form to the requester. Do not send to the IRS. Check appropriate box for federal tax classification of the person whose name Is entered on One 1. Check only one of the following seven boxes. ❑ Individual/sole proprietor or ❑ C Corporation ❑ S Corporation ❑ Partnership ❑ Trust/estate single -member LLC Q Limited liability company. Enter the tax classification (C=C corporation, S=S corporatian, PoPertnership) ► S Note: Check the appropriate box In the line above for the tax classification of the single -member owner. Do not check LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is Is disregarded from the owner shoher LLC that uld from check the appropriate box for the ttax axi classification of its wow LLC that Other ❑ Other (see tnstructuts) ► 5 Address (number, street. area apt. or smote no.) See instructions. 6145 Broadway, Ste e 9 City, state, and ZIP code Denver, CO 80216 T Ust account number(s) here (option 4 Exemptions (codes apply only to certain entities, not individuals; see instructions on page 3): Exempt payee code (if arty) Exemption from FATCA reporting code Of any) (Applies m aoc«mts mans. outside ms U.S.! Requester's name and address (optional) UM Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name givers on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later. Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Number To Give the Requester for guidelines on whose number to enter. Social security number 1 1 or Empioyer identification number _121313161910181 8 5 EMI Certifit ation Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2.1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b)1 have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. I am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification Instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage kiterest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are. required to sign the certification, but you must provide your coned TIN. See the instructions for Part II, later. Sign I signature et Here ( u.s. person ► General instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/FomM/9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TiN) which may be your social security number (SSN), individual taxpayer identification number (MN), adoption taxpayer identification number (ATIN), or employer identification number aarnl ount reto portablert on aoni an information faoNoo�onurn the amount return. Examples of Informationaid to deer returns include, but are not limited to, the following. • Form 1099-INT (interest eamed or paid) Date ► 01 /07/2025 • Form 1099-DIV (dividends, including those from stocks or mutual funds) • Form 1099-MISC (various types of Income, prizes, awards, or gross proceeds) • Form 1099-8 (stock or mutual fund sales and certain other transactions by brokers) • Fom11099-S (proceeds from real estate transactions) • Fonn 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later. Cat. No. 10231X Form W-8 (Rev. 10-201a) ACCPREP CERTIFICATE OF LIABILITY INSURANCE DATE M/2117/YYY1) 6/5/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terns and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Wade KinniSDn Acrisure Northwest Partners Insurance Services, LLC Tat E.): 303-442-1484 (ac, No): 303-442-8822 19401 40th Ave W, Suite 440 Lynnwood WA 98036 E-MAIL =Ass: certificates@taggartinsurance.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Cincinnati Specialty Underwriters Insurance Compan 13037 INSURED ADIOTRA-01 INSURER B : Landmark American Insurance Company 33138 Adiona Transportation Solutions, LLC 1213 Catalpa Place INSURER c : Pinnacol Assurance 41190 INSURER D: ACUITY, A Mutual Insurance Company 14184 Erie, CO 80516 INSURER E: North American Capacity Insurance Company 25038 INSURER F: Arch Specialty Insurance Company 21199 CERTIFICATE NUMBER: 1240770375 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INTR TYPE OF INSURANCE ADDL UBR NSD SINVD POLICY NUMBER (M /MIS YYYY) (MM/DDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY CLAMSMADE a OCCUR Y Y CSU0172372 7120/2024 7/20/2025 EACH OCCURRENCE $ 1,000,000 PREM SES Ea o'cl 0ence) $ 100,000 MED EXP (Any one person) $ 0 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRC LOC OTHER: PRODUCTS - COMP/OP AGG $ 2,000,000 $ D AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY X HIRED AUTOS ONLY X SCHEDULED AUTOS X NON -OWNED AUTOS ONLY ZQ6215 3/17/2025 3/17/2026 COMBINED SINGLE LIMIT (Ea accidenU $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B UMBRELLA LIAB X EXCESS LtAB X OCCUR CLAIMS -MADE LHA601911 7/20/2024 7/20/2025 EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 $ DED I I RETENTION $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE Y' OFFICER/MEMBEREXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y N / A 4231937 8/1/2024 8/1/2025 X I STATUTE I 12RH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 E F ERRORS & OMtSSIONs CYBERLIABILITY C4LPA033244CYBER2024 C4LPA033244CYBER2024 7/20/2024 7/20/2024 7/20/2025 7/20/2025 LIMIT LIMIT 1,000,000 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Job: Conflict Waming Systems located at SH392/WCR43 and WCR38/WCR17 Weld County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, departments, employees, agents, and volunteers and CDOT are included as additional insureds to the General Liability for ongoing and completed operations when required by written contract. A waiver of subrogation applies to the General Liability and Workers Compensation when required by written contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Weld County PO Box 758 Greeley CO 80632 AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ADDITIONAL INSURED - AUTOMATIC STATUS WHEN REQUIRED IN CA -7214(10-98) WRITTEN AGREEMENT WITH YOU - PRIMARY This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM 1. Who Is an Insured under Section II - Liability Coverage is amended to include any person or organization with whom you have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy. Such persons or organizations are addi- tional insureds only with respect to liability arising out of operations performed for the additional insured by you. 2. The coverage provided by this endorsement will be primary and noncontributory with respect to any other coverage available to the additional insured. 3. The Limits of Insurance applicable to the additional insured are those specified in the written con- tract or agreement or in the Declarations for this Coverage Form, whichever is less. These Limits of Insurance are inclusive and not in addition to the Limits of Insurance shown in the Declarations. CA -7214(10-98) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 ACUITY ENHANCEMENTS - BUSINESS AUTO This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM A. Temporary Substitute Vehicle Physical Dam- age The following is added to item C Certain Trail- ers, Mobile Equipment and Temporary Substi- tute Autos under Section I - Covered Autos: If Physical Damage Coverage is provided by this Coverage Form, any auto you do not own while used with permission of its owner as a temporary substitute for a covered auto you own that is out of service because of its breakdown, repair, servicing, loss or destruction is a covered auto for Physical Damage Coverage. B. Who Is an Insured The following are added to Who Is an Insured under Section II - Liability Coverage: 1. Newly Acquired Organizations Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afford- ed only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. This coverage does not apply to bodily injury or property damage that occurred before you acquired or formed the or- ganization; c. No person or organization is an insured with respect to the conduct of any cur- rent or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Dec- larations. 2. Employees as Insureds Any employee of yours is an insured while using a covered auto you do not own, hire or borrow in your business or your personal affairs. C. Increased Supplementary Payments 1. The limit shown in paragraph A2a(2) of Section II - Liability Coverage is increased to $3,000. 2. The limit shown in paragraph A2a(4) of Section II - Liability Coverage is increased to $300. CA -7247(10-16) D. Fellow Employee Coverage The Fellow Employee Exclusion contained in Section II - Liability Coverage does not apply. E. Towing for Covered Autos after Covered Losses The following is added to paragraph A4 Cov- erage Extensions of Section III - Physical Dam- age Coverage in the Business Auto Coverage Form and to paragraph - A4 Coverage Exten- sion under Section IV - Physical Damage Cov- erage in the Motor Carrier Coverage Form and the Towing Coverage endorsement, if it applies to your policy: If a covered /oss to a covered auto renders the vehicle undriveable, we will pay for reasonable and necessary costs to tow the vehicle to the nearest service or salvage facility. This cov- erage only applies to a covered auto insured for Comprehensive or Collision coverage. Such payments will not reduce the limits of insurance described in C Limit of Insurance. F. Transportation Expenses The Transportation Expenses Coverage Exten- sion is replaced by the following: We will also pay up to $75 per day to a maximum of $1,500 for temporary transportation expense incurred by you because of the total theft of a covered auto of the private passenger or light truck type. We will pay only for those covered autos for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transport- ation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered auto is returned to use or we pay for its /oss. G. Increased Sub -limit for Audio, Visual and Data Electronic Equipment Coverage The sub -limit shown in paragraph C2 of the Limit of Insurance Provision of Section III - Physical Damage Coverage in the Business Auto Cov- erage Form is increased to $3,000. H. The following are added to Coverage Extensions under Section III - Physical Damage Coverage in the Business Auto Coverage Form and to Section IV - Physical Damage Coverage in the Motor Carrier Coverage Form: 1. Accidental Airbag Discharge We will pay to replace an airbag that de- ploys without the car being involved in an accident. This coverage applies only to a covered auto which you own. 2. Loan/Lease Gap Coverage In the event of a total loss to a covered auto of the private passenger or light truck CA -7247(10-16) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 5 type, we will pay any unpaid amount due on the lease or loan, less: a. The amount paid under the Physical Damage Coverage Section of the poli- cy; and b. Any: (1) Overdue lease/loan payments at the time of the /oss; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; Security deposits not returned by the lessor; (4) Costs for extended warranties, Credit Life Insurance, Health, Ac- cident or Disability Insurance pur- chased with the loan or lease; and Carry-over balances from previous loans or leases. 3. Hired Auto Physical Damage Coverage If hired autos are covered autos for Liability Coverage, then the Physical Damage Cov- erages provided under this Coverage Form for any auto you own are extended to autos of the private passenger or light truck type which you lease, hire, rent or borrow for a period of 30 days or less, subject to the following limit. The most we will pay under this extension is the lesser of the actual cash value, the cost of repair or $50,000, minus a deductible. The deductible will be equal to the largest deductible applicable to any owned auto of the private passenger or light truck type for that coverage. Subject to the above limit, deductible and excess provisions, we will provide coverage equal to the broadest coverage applicable to any covered auto you own of the private passenger or light truck type. 4. Rental Reimbursement Coverage for Pri- vate Passenger Vehicles or Light Trucks This coverage applies only to a covered auto of the private passenger or light truck type. b. We will pay for rental reimbursement expenses incurred by you for the rental of an auto because of a covered loss to an auto to which this extension applies. Payment applies in addition to the oth- erwise applicable amount of each cov- erage you have on a covered auto. No deductibles apply to this coverage. We will pay only for those expenses incurred during the policy period begin- ning 24 hours after the /oss and ending, regardless of the policy's expiration, (3) (5) with the lesser of the following number of days: (1) The number of days reasonably re- quired to repair or replace the cov- ered auto. If loss is caused by theft, this number of days is added to the number of days it takes to locate the covered auto and return it to you. (2) 30 days. d. Our payment is limited to the lesser of the following amounts: (1) Necessary and actual expenses in- curred. (2) $75 per day to a maximum of $1,500. This coverage does not apply while there are spare or reserve autos avail- able to you for your operations. f. If loss results from the total theft of a covered auto to which this extension applies, we will pay under this coverage only that amount of your rental reim- bursement expenses which is not al- ready provided for under the Physical Damage Coverage Extensions. The Rental Reimbursement Coverage described above does not apply to a covered auto that is described or designated as a covered auto on Rental Reimbursement Coverage Form CA -9923F. 5. Fire Department Service Charge When the fire department is called to save or protect a covered auto, its equipment, its contents, or occupants from a covered /oss, we will pay up to $1,000 for your liability for fire department service charges: a. Assumed by contract or agreement prior to loss; or b. Required by local ordinance. No deductible applies to this additional cov- erage. 6. Fire Extinguisher Recharge We will pay the actual cost of recharging or replacing, whichever is less, fire extinguish- ers kept in your covered auto that are inten- tionally discharged in an attempt to extin- guish a fire. 7. Rental Reimbursement, Business Income and Extra Expense Coverage Limits The most we will pay for all loss for each covered auto involved in any one accident for Rental Reimbursement, Business Income and Extra Expense combined is $10,000. g. CA -7247(10-16) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 5 Coverage a. Rental Reimbursement Coverage (1) We will pay for expenses incurred by you during the period of restoration for the rental of an auto made necessary because of a covered /oss to a covered auto used in your business. The loss must be caused by a cause of loss covered under item A1 of Physical Damage Coverage in this Coverage Part. (2) This Rental Reimbursement Cover- age does not apply to a covered auto of the private passenger or light truck type because coverage for these vehicles is provided in item 4 of this endorsement. b. Business Income and Extra Expense Coverage (1) Business Income Coverage (a) Actual Loss Sustained Cover- age - We will pay the actual loss of business income sustained by you as the result of the necessary suspension of your business during the period of restoration due to a loss to a covered auto used in your business. The loss must be caused by a cause of loss covered under item Al of Physical Damage Coverage in this Coverage Part. (b) Specified Amount per Day Coverage - At your option, we will pay up to $250 per day for a maximum of seven days during the period of restoration for income loss. The loss must be caused by a cause of loss covered under item A1 of Physical Damage Coverage in this Coverage Part. (2) Extra Expense Coverage We will pay the necessary and rea- sonable extra expenses that you in- cur during the period of restoration that you would not have incurred had there been no loss to a covered auto used in your business. The loss must be caused by a cause of loss covered under item A1 of Physical Damage Coverage in this Coverage Part. Conditions a. Any payment for Business Income made under Specified Amount per Day Coverage reduces the payment we make under any other coverages listed in extension 7. b. No other deductible applies to these coverages. We will not pay under these coverages if you do not repair or replace the cov- ered auto. d. You must resume all or part of your business as quickly as possible. If you have other autos you can use to reduce the amount of loss payable un- der these coverages, you are required to use them. f. We will not pay for loss or expenses caused by suspension, lapse or can- cellation of any license, lease or con- tract. But if the suspension, lapse or cancellation is directly caused by the suspension of your business, we will cover such loss that affects your busi- ness income. We will pay for expenses you incur to reduce the amount that would otherwise have been payable under this coverage. We will not pay more than the amount by which you actually reduce the busi- ness income loss or extra expense in- curred. 8. Fuel in Vehicle Coverage We will also pay, with respect to a covered /oss, the actual loss sustained for the loss to the fuel used to operate your vehicle but only with respect to a covered auto. You must provide documentation supporting your claim for damages. Deductible A deductible applies to this coverage. Refer to paragraph N Deductible Applicable to Fuel in Vehicle, Miscellaneous Equipment Used With Covered Vehicle Coverages, and Electronic Logging Devices or Electronic On -Board Recorders Coverages. 9. Miscellaneous Equipment Used With Covered Vehicle Coverage We will also pay, with respect to a covered /oss, the actual cash value, repair cost or replacement cost, whichever is less, for /oss to your miscellaneous equipment but only with respect to a covered auto. Exclusions We will not pay for loss caused by: a. Theft, unless there are visible signs or marks of forcible entry into the covered auto and the theft is reported to law enforcement authorities; or b. Mysterious disappearance. g• CA -7247(10-16) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 5 Deductible A deductible applies to this coverage. Refer to paragraph N Deductible Applicable to Fuel in Vehicle, Miscellaneous Equipment Used With Covered Vehicle Coverages, and Electronic Logging Devices or Electronic On -Board Recorders Coverages. 10. Electronic Logging Devices or Electronic On -Board Recorders We will also pay, with respect to a covered /oss, up to $3,000 for the actual loss sus- tained to an electronic on -board recorder or electronic logging device permanently in- stalled in the auto but only with respect to a covered auto. Deductible A deductible applies to this coverage. Refer to paragraph N Deductible Applicable to Fuel in Vehicle, Miscellaneous Equipment Used With Covered Vehicle Coverages, and Electronic Logging Devices or Electronic On -Board Recorders Coverages for further information. I. Deductible Provision Paragraph D, Deductible of Section III - Phys- ical Damage Coverage in the Business Auto Coverage Form and paragraph D, Deductible of Section IV - Physical Damage Coverage in the Motor Carrier Coverage Form are replaced by the following: 1. For each covered auto, our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declara- tions. Any Comprehensive Coverage de- ductible shown in the Declarations does not apply to loss caused by fire or lightning. 2. For combinations of tractor, truck, semi- trailer or trailers when attached together by coupling devices at the time of /oss, one deductible will apply. a. If more than one auto of the combina- tion is damaged or stolen, the largest applicable deductible shown in the Dec- larations will apply. b. If only one auto of the combination is damaged or stolen, the deductible shown in the Declarations for that auto will apply. 3. The deductibles will not apply to loss caused by a collision of a covered auto with any other auto insured by us. 4. If the insured chooses to have a damaged windshield or other glass repaired instead of replaced, no deductible will apply to the loss. J. Knowledge of Claim or Suit The following is added to the Duties in the Event of Accident, Claim, Suit or Loss Con- dition: Knowledge of an accident, claim, suit or loss by an agent or employee of any insured shall not in itself constitute knowledge of the insured unless your partners, executive officers, directors, managers, members or a person who has been designated by them to receive reports of accidents, claims, suits or loss shall have re- ceived such notice from the agent or employee. K. Waiver of Subrogation for Written Contracts The following is added to the Transfer of Rights of Recovery Against Others to Us Condition: We waive any right of recovery we may have against a person or organization because of payments we make for bodily injury or property damage arising out of your use of a covered auto which occurs while under a contract with that person or organization. The waiver applies only to a person or organization with whom you have a written contract or agreement requiring you to waive the right of recovery under this policy. The written contract or agreement must have been executed prior to the accident caus- ing bodily injury or property damage. L. Worldwide Coverage Territory for Hired Autos The following is added to paragraph B7 of Sec- tion IV - Business Auto Conditions in the Busi- ness Auto Coverage Form and to paragraph B7 of Section V - Motor Carrier Conditions in the Motor Carrier Coverage Form: With respect to autos hired for 30 days or less, the coverage territory is extended to include all parts of the world if the insured's responsibility to pay damages is determined in a suit in the United States of America (including its territor- ies and possessions), Puerto Rico or Canada or in a settlement we agree to. M. Mental Anguish Coverage The Definition of bodily injury is amended to include mental anguish. N. Deductible Applicable to Fuel in Vehicle, Miscellaneous Equipment Used With Cov- ered Vehicle Coverages and Electronic Log- ging Devices or Electronic On -Board Re- corders 1. If loss to property covered by these exten- sions is the result of a loss to the covered auto under this Coverage Form's Compre- hensive or Collision Coverage, then for each covered auto our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by the applicable deductible shown in the Declarations. Any CA -7247(10-16) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 5 Comprehensive Coverage deductible shown in the Declarations does not apply to loss to property covered by an extension caused by fire or lightning. 2. If loss to property covered by these exten- sions is the result of a loss to the covered auto under this Coverage Form's Specified Causes of Loss Coverage, then for each covered auto our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by a $100 deductible. 3. In the event that there is more than one applicable deductible, only the highest de- ductible will apply. In no event will more than one deductible apply. O. Coverage Extensions Definitions 1. "Business income" means the: a. Net income (Net profit or loss before income taxes) that would have been earned or incurred if no loss would have occurred; and b. Continuing normal operating expenses incurred, including payroll. 2. "Extra expense" means those expenses you incur to avoid or minimize the suspension of business and to continue your business op- erations. 3. "Light truck" means a truck with a gross vehicle weight of 10,000 pounds or less. 4. "Miscellaneous equipment' means hand trucks, dollies, pallets, pads, covers, bind- ers, tarps, tie -downs, chains and other simi- lar equipment used in the handling of prop- erty being transported. 5. "Period of restoration" means the period of time that: Begins: (1) Twenty-four hours after the time of loss for Rental Reimbursement Cov- erage or Business Income Cov- erage; or (2) Immediately after the time of loss for Extra Expense Coverage; and b. Ends at the earliest of: (1) The time required to resume your normal business operations; or (2) The time that is reasonably nec- essary to repair or replace the cov- ered auto. Period of restoration does not include any increased period required due to the en- forcement of any ordinance or law that re- quires any insured or others to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of pollutants. The expiration date of this policy will not cut short the period of restoration. CA -7247(10-16) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 5 of 5 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organizatlon(s) Location And Description Of Completed Operations As required by contract Any and all jobs / projects of the insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard"_ However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are CSIA405(08/09)-C. required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contractor agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Insurance Services Office, Inc., 2012 Page 1 of 1 CSU0172372 COMMERCIAL GENERAL LIABILITY CSGA 437 12 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU - OPERATIONS AND COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. SECTION 11 - WHO IS AN INSURED is amended to include as an additional insured any person or organization when you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy, but only with respect to "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions in the perform- ance of your ongoing operations for the additional insured; 2. The acts or omissions of those acting on your behalf in the performance of your ongoing operations for the additional in- sured; or 3. "Your work" performed for the additional insured and induded in the "products - completed operations hazard". If not specified otherwise in the written con- tract or agreement, a person's or organiza- tion's status as an additional insured under this endorsement ends one year after your opera- tions for that additional insured are completed. The written contract or agreement must be currently in effect or become effective during the term of this Coverage Part. The contract or agreement must be executed prior to the "bod- ily injury", "property damage" or "personal and advertising injury" to which this endorsement pertains. However: 1. The insurance afforded to such additional insured only applies to the extent permit- ted by law; and CSGA 437 12 13 2. If coverage provided to the additional in- sured is required by a contract or agree- ment, the insurance afforded to such ad- ditional insured will not be broader than that which you are required by the con- tract or agreement to provide for such ad- ditional linsured. B. With respect to the insurance afforded to these additional insureds, the following addi- tional exdusions apply: This insurance does not apply to: 1. "Bodily injury", "property damage" or "per- sonal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineer- ing or surveying services, including: a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or draw- ings and specifications; or b. Supervisory, inspection, architectural or engineering activities. 2. "Bodily injury" or "property damage" aris- ing out of "your work" for which a consoli- dated (wrap-up) insurance program has been provided by the prime contrac- tor/project manager or owner of the con- struction project in which you are involved. 3. "Bodily injury", "property damage" or "per- sonal and advertising injury" to any em- ployee of you or to any obligation of the additional insured to indemnity another because of damages arising out of such injury. Includes copyrighted material of ISO Properties, Inc., with its permission. Page 1 of 2 4. "Bodily injury", "property damage" or "per- sonal and advertising injury' for which the Named Insured is afforded no coverage under this policy of insurance. C. With respect to the insurance afforded to these additional insureds, SECTION III - LIM- ITS OF INSURANCE is amended to include: The limits applicable to the additional insured are those specified in the written contract or agreement or in the Dedarations of this Cov- erage Part, whichever is less. If no limits are specified in the written contract or agreement, the limits applicable to the additional insured are those specified in the Declarations of this Coverage Part. The limits of insurance are in- clusive of and not in addition to the limits of in- surance shown in the Declarations. CSGA 437 12 13 D. With respect to the insurance afforded to these additional insureds, SECTION IV - COMMERCIAL GENERAL LIABILITY CON- DITIONS, 4. Other Insurance is amended to include: Any coverage provided herein will be excess over any other valid and collectible insurance available to the additional insured whether primary, excess, contingent or on any other basis unless you have agreed in a written con- tract or written agreement executed prior to any loss that this insurance will be primary. This insurance will be noncontributory only if you have so agreed in a written contract or written agreement executed prior to any loss and this coverage is determined to be primary. Includes copyrighted material of ISO Properties, Inc., with its permission. Page 2 of 2 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations As required by contract Any and all jobs/projects of the insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused. in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. Ail work, including materials, parts or equipment fumished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III • Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: CSIA405(08/09)-D. SD Insurance Services Office, Inc., 2012 Page 1 of 2 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; CSIA405(08/09)-D. whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. �? Insurance Services Office, Inc., 2012 Page 2 of 2 CSU0172372 COMMERCIAL GENERAL LIABILITY CSGA 4087 12 12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - PER CONTRACT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to Paragraph 8. Transfer of Rights of Recovery Against Others to Us of SECTION IV - CONDITIONS: If you have agreed, in a written contract or agreement, to provide a waiver of any right of recovery against a person or organization, we will waive any right of recovery we may have against that person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard". This waiver applies only to that person or organization for which you have agreed to in a written contract to provide said waiver. CSGA 4087 12 12 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 COMMERCIAL GENERAL LIABILITY CSGA 115 04 23 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PER PROJECT GENERAL AGGREGATE LIMIT WITH MAXIMUM ANNUAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. For all sums which the insured becomes legal- ly obligated to pay as damages caused by "occurrences" under Section I - Coverage A, and for all medical expenses caused by acci- dents under Section I - Coverage C, which can be attributed only to operations at a single project: 1. A separate Per Project Aggregate Limit applies to each separate project and that limit is equal to the amount of the General Aggregate Limit shown in the Declara- tions. 2. The Per Project Aggregate Limit is the most we will pay for the sum of all dam- ages under Coverage A, except damages because of "bodily injury" or "property damage" induded in the "products - completed operations hazard", and for medical expenses under Coverage C re- gardless of the numberof: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizatiomaking claims or bringing "suitsns". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Per Project Aggregate Limit for that single project. Such payments shall not reduce the General Aggregate Limit shown in the Dedarations nor shall they reduce any other Per Project Aggregate Limit for any other single project. 4. The limits shown in the Declarations for Each Occurrence, Damage to Premises Rented to You and Medical Expense con- tinue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Per Project Aggregate Limit. 5. The sum of all Per Project Aggregate Lim- its, regardless of the number of designat- ed projects, shall not exceed $ 5,000,000 In any one Policy period. B. For all sums which the insured becomes legal- ly obligated to pay as damages caused by "occurrences" under Section 1 - Coverage A, and for all medical expenses caused by acci- dents under Section I - Coverage C, which cannot be attributed only to operations at a single project: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Ag- gregate Limit or the Products- completed Operations Aggregate Limit, whichever is applicable;and 2. Such payments shall not reduce any Per Project Aggregate Limit. When coverage for liability arising out of the "products -completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" includ- ed in the "products -completed operations haz- ard" will reduce the Products- completed Op- erations Aggregate Limit, and not reduce the General Aggregate Limit or the Per Project Aggregate Limit. D. The provisions of Section III - Limits Of Insur- ance not otherwise modified by this endorse- ment shall continue to apply as stipulated. C. CSGA 115 04 23 Includes copyrighted material of ISO Properties, Inc., with its permission. Page 1 of 1 PINN/ICOL ASSURANCE 7501 E. Lowry Blvd. Denver, CO 80230-7006 303.361.4000 / 800.873.7242 Pinnacol.com Adiona Transportation Solutions, LLC 1213 Catalpa PI Erie, CO 80516-4615 ENDORSEMENT: Blanket Waiver of Subrogation NCCI #: WC000313B Policy #: 4231937 Acrisure Northwest Partners Insuran 19401 40th Avenue West, Suite 440 Lynnwood, WA 98036 (800) 442-1281 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE To any person or organization when agreed to under a written contract or agreement, as defined above and with the insured, which is in effect and executed prior to any loss. Effective Date:July 25, 2024 Expires on: August 1, 2025 Pinnacol Assurance has issued this endorsement July 25, 2024 7501 E. Lowry Blvd Denver, CO 80230-7006 Page 1 of 1 P BENNETJ - Underwriter 07/25/2024 10:50:59 4231937 83739884 359-B sAIA DocumentA312Tm -2010 Performance Bond Bond Number: RC60059489 init. CONTRACTOR: (Name, legal status and address) Adiona Transportation Solutions, LLC 6145 Broadway, Ste 8 Denver, CO 80216 OWNER: (Nance, legal status and address) Weld County, Colorado PO Box 758 Greeley, CO 80632 CONSTRUCTION CONTRACT Date: SURETY: (Name, legal status and principal place of business) RLI Insurance Company 9025 N. Lindbergh Drive Peoria, IL 61615 Amount: One Hundred Fifty-seven Thousand Eight Hundred Seventy-five & 00/100 ( $157,875.00) Description: (Name and location) Conflict Warning Systems at Two Locations Existing Intersections SH392/WCR43 and WCR38/WCR17 BOND Date: June 3, 2025 (Not earlier than Construction Contract Date) This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. AIA Document A312-2010 combines two separate bonds, a Performance Bond and a Payment Bond, into one form. This is not a single combined Performance and Payment Bond. Amount: One Hundred Fifty-seven Thousand Eight Hundred Seventy-five & 00/100 ($157,875.00) Modifications to this Bond: QNone El See Section 16 CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Adiona Transportatilsrr8 tions, LLC RLI Insurance Company ''JJ/� � Signat Signature: ae-tAid aA. Name vg.c, .ti s c is Name Alex Ma sbach and Title: 7, i clr�.1� and Title: Attorney -in -Fact (Any additional signatures appear on the last page of this Performance Bond) (FOR INFORMATION ONLY— Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: FNIC (Architect, Engineer or other party) 14010 FNB Parkway, Suite 300 Omaha, NE 68154 AIA Document A312TA° — 2010. The American Institute of Architects. 061110 § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. § 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Section 3. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after .1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor and Surety to discuss the Contractor's performance. If the Owner does not request a conference, the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Section 3.1 shall be held within ten ( l0) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terns of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. § 4 Failure on the part of the Owner to comply with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. § 5 When the Owner has satisfied the conditions of Section 3, the Surety shall promptly and at the Surety's expense take one of the following actions: § 5.1 Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; § 5.2 Undertake to perform and complete the Construction Contract itself, through its agents or independent contractors; § 5.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or § 5.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or .2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. § 6 If the Surety does not proceed as provided in Section 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Section 5.4, and the Owner refuses the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. Init. A,A Document A312T°' — 2010. The American Institute of Architects. 2 § 7 If the Surety elects to act under Section 5.1, 5.2 or 5.3, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. Subject to the commitment by the Owner to pay the Balance of the Contract Price, the Surety is obligated, without duplication, for .1 the responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; .2 additional legal, design professional and delay costs resulting from the Contractor's Default, and resulting from the actions or failure to act of the Surety under Section 5; and .3 liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. § 8 If the Surety elects to act under Section 5. I, 5.3 or 5.4, the Surety's liability is limited to the amount of this Bond. § 9 The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators, successors and assigns. §10 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. §11 Any proceeding, legal or equitable, under this Bond may be instituted in any coot of competent jurisdiction in the location in which the work or part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 12 Notice to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. § 13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. § 14 Definitions § 14.1 Balance of the Contract Price. The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made, including allowance to the Contractor of any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. § 14.2 Construction Contract. The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. § 14.3 Contractor Default. Failure of the Contractor, which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. § 14.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 14.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 15 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. Init. AIA Document A31, — 2010. The American Institute of Architects. 3 § 16 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Intt. Signature: Name and Title: Address Signature: Name and Title: Address CAUTION. You should sign an original AIA Contract Document, on which this text appears in RED. An original assures that changes will not be obscured. AIA Document A31,- 2010. The American Institute of Architects. 4 ,.AIA Document A312 TM - 2010 Payment Bond Init. CONTRACTOR: (Nance, legal status and address) Adiona Transportation Solutions, LLC 6145 Broadway, Ste 8 Denver, CO 80216 OWNER: (Name, legal status and address) Weld County, Colorado PO Box 758 Greeley, CO 80632 CONSTRUCTION CONTRACT Date: SURETY: (Name, legal status and principal place of business) RLI Insurance Company 9025 N. Lindbergh Drive Peoria, IL 61615 Amount: One Hundred Fifty-seven Thousand Eight Hundred Seventy-five & 00/100 ( $157,875.00) Description: (Name and location) Conflict Warning Systems at Two Locations Existing Intersections SH392/WCR43 and WCR38/WCR17 BOND Date: June 3, 2025 (Not earlier than Construction Contract Date) Bond Number: RCB0059489 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. AIA Document A312-2010 combines two separate bonds, a Performance Bond and a Payment Bond, Into one form. This is not a single combined Performance and Payment Bond. Amount: One Hundred Fifty-seven Thousand Eight Hundred Seventy-five & 00/100 ($157,875.00) Modifications to this Bond: [None See Section IS CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Adiona Transp•rtatinn , olutions, LLC RLI Insurance Company Signa Signature: Z ''i` Name 1Lc k- Name Alex Mausbach and Title: Qres, (Lziv_>; and Title: Attorney -in -Fact (Any additional signatures appear on the last page of this Payment Bond.) (FOIL INFORMATION ONLY - Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE: FNIC (Architect, Engineer or other party) 14010 FNB Parkway, Suite 300 Omaha, NE 68154 AIA Document A31, — 2010. The American Institute or Architects. 061110 5 §1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference, subject to the following terms. § 2 1 f the Contractor promptly makes payment of all sums due to Claimants, and defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, then the Surety and the Contractor shall have no obligation under this Bond. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety (at the address described in Section 13) of claims, demands, liens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract and tendered defense of such claims, demands, liens or suits to the Contractor and the Surety. § 4 When the Owner has satisfied the conditions in Section 3, the Surety shall promptly and at the Surety's expense defend, indemnify and hold harmless the Owner against a duly tendered claim, demand, lien or suit. § 5 The Surety's obligations to a Claimant under this Bond shall arise after the following: § 5.1 Claimants, who do not have a direct contract with the Contractor, .1 have furnished a written notice of non-payment to the Contractor, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were, or equipment was, furnished or supplied or for whom the labor was done or performed, within ninety (90) days after having last performed labor or last furnished materials or equipment included in the Claim; and .2 have sent a Claim to the Surety (at the address described in Section 13). § 5.2 Claimants, who are employed by or have a direct contract with the Contractor, have sent a Claim to the Surety (at the address described in Section 13). § 6 If a notice of non-payment required by Section 5.1.1 is given by the Owner to the Contractor, that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Section 5.1.1. § 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surety's expense take the following actions: § 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days after receipt of the Claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed; and § 7.2 Pay or arrange for payment of any undisputed amounts. § 7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim, except as to undisputed amounts for which the Surety and Claimant have reached agreement. If, however, the Surety fails to discharge its obligations under Section 7.1 or Section 7.2, the Surety shall indemnify the Claimant for the reasonable attorney's fees the Claimant incurs thereafter to recover any sums found to be due and owing to the Claimant. § S The Surety's total obligation shall not exceed the amount of this Bond, plus the amount of reasonable attorney's fees provided under Section 7.3, and the amount of this Bond shall be credited for any payments made in good faith by the Surety. § 9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any construction performance bond. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. Init. AIA Document A312. — 2010. The American Institute of Architects. 6 §10 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligation to make payments to, or give notice on behalf of, Claimants or otherwise have any obligations to Claimants under this Bond. §11 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 12 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the state in which the project that is the subject of the Construction Contract is located or after the expiration of one year from the date (I ) on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 5.2, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (I) or (2) first occurs. if the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 13 Notice and Claims to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. Actual receipt of notice or Claims, however accomplished, shall be sufficient compliance as of the date received. § 14 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. § 15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or shall permit a copy to be made. § 16 Definitions § 16.1 Claim. A written statement by the Claimant including at a minimum: .1 the name of the Claimant; .2 the name of the person for whom the labor was done, or materials or equipment furnished; .3 a copy of the agreement or purchase order pursuant to which labor, materials or equipment was furnished for use in the performance of the Construction Contract; .4 a brief description of the labor, materials or equipment furnished; .5 the date on which the Claimant last performed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount earned by the Claimant for labor, materials or equipment furnished as of the date of the Claim; .7 the total amount of previous payments received by the Claimant; and .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furnished as of the date of the Claim. §16.2 Claimant. An individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance of the Construction Contract. The term Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic's lien or similar statute against the real property upon which the Project is located. The intent of this Bond shall be to include without limitation in the terms "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were furnished. § 16.3 Construction Contract. The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. Init. AIA Document A312'. — 2010. The American Institute of Architects. 7 § 18.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 18.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 17 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. § 18 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) lilt. Signature: Name and Title: Address Signature: Name and Title: Address CAUTION: You should sign an original NA Contract Document, on which this text appears In RED. An original assures that changes wlll not be obscured AlA Document A312,"- 2010. The American Institute of Architects. 8 POWER OF ATTORNEY RLI Insurance Company Contractors Bonding and Insurance Company 9025 N. Lindbergh Dr. Peoria, IL 61615 Phone: 800-645-2402 Know All Men by These Presents: That this Power of Attorney is not valid or in effect unless attached to the bond which it authorizes executed, but may be detached by the approving officer if desired. That RLI Insurance Company and/or Contractors Bonding and Insurance Company, each an Illinois corporation, (separately and together, the "Company") do hereby make, constitute and appoint: Kevin J. Stenger, Jacqueline L. Drey, Maura P. Kelly, Joan Leu, Justin Tomlin, Alex Mausbach, Dustin Cooper, Faye Austin, jointly or severally in the City of Omaha , State of Nebraska its true and lawful Agent(s) and Attorney(s) in Fact, with full power and authority hereby conferred, to sign, execute, acknowledge and deliver for and on its behalf as Surety, in general, any and all bonds and undertakings in an amount not to exceed Twenty Five Million Dollars ( $25.000,000.00 ) for any single obligation. The acknowledgment and execution of such bond by the said Attorney in Fact shall be as binding upon the Company as if such bond had been executed and acknowledged by the regularly elected officers of the Company. RLI Insurance Company and/or Contractors Bonding and Insurance Company, as applicable, have each further certified that the following is a true and exact copy of a Resolution adopted by the Board of Directors of each such corporation, and is now in force, to -wit: "All bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation shall be executed in the corporate name of the Company by the President, Secretary, any Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or Agents who shall have authority to issue bonds, policies or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile." IN WITNESS WHEREOF, the RLI Insurance Company and/or Contractors Bonding and Insurance Company, as applicable, have caused these presents to be executed by its respective Sr. Vice President with its corporate seal affixed this 15th day of April , 2025 . +,++,E,,,,,� RLI Insurance Company �yJPpNCCp,, Contractors Bonding and Ins nce Company ,, SEAL `= By. Eric Raudins Sr. Vice President State of Ohio SS County of Cuyahoga ))) On this 15th day of April 2025 , before me, a Notary Public, personally appeared Eric Raudins who being by me duly sworn, acknowledged that he signed the above Power of Attorney as the aforesaid officer of the RLI Insurance Company and/or Contractors Bonding and Insurance Company and acknowledged said instrument to be the voluntary act and deed of said corporation. By: "• 4= L I N e ," Jill A. Scott ` Notary Public XLASCOTT ivotery went State or OMo MY Carom. Expires Septe�rtber 22. 2025 CERTIFICATE I, the undersigned officer of RLI Insurance Company and/or Contractors Bonding and Insurance Company, do hereby certify that the attached Power of Attorney is in full force and effect and is irrevocable; and furthermore, that the Resolution of the Company as set forth in the Power of Attorney, is now in force. In testimony whereof, I have hereunto set my hand and the seal of the RLI Insurance Company and/or Contractors Bonding and Insurance Company this ,?.1 day of JoYLt , 2OZ5 . RLI Insurance Company Contractors Bonding and Insurance Company By: Jeffrey gidh Corporate Secretary 265449/020212 A00581319 Contract Poem Entity Information Entity Name* Entity ID* ADIONA TRANSPORTATION @00049927 SOLUTIONS LLC Contract Name* CONFLICT WARNING SYSTEMS AT TWO LOCATIONS Contract Status CTB REVIEW Q New Entity? Contract ID 9557 Contract Lead* MBEDELL Contract Lead Email MBedell@weld.gov Parent Contract ID Requires Board Approval YES Department Project # GR-76 Contract Description* INSTALL CONFLICT WARNING SYSTEMS TO IMPROVE SAFETY AT TWO EXISTING INTERSECTIONS; WCR38/WCR1 7 AND SH392/WCR43. Contract Description 2 Contract Type* CONTRACT Amount* $157,875.00 Renewable* NO Automatic Renewal NO Grant NO IGA NO Department PUBLIC WORKS Department Email CM- PublicWorks@weld.gov Department Head Email CM-PublicWorks- DeptHead@weld.gov County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL D.GOV If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Requested BOCC Agenda Due Date Date* 06/07/2025 06/11/2025 Will a work session with BOCC be required?* NO Does Contract require Purchasing Dept. to be included? NO Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Termination Notice Period Contact Information Review Date* 12/31/2025 Committed Delivery Date Renewal Date Expiration Date* 12/31/2025 Contact Info Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date Approval Process Department Head Finance Approver Legal Counsel .CURTIS HALL CHERYL PATTELLI BYRON HOWELL DH Approved Date Finance Approved Date Legal Counsel Approved Date 06/10/2025 06/10/2025 06/10/2025 Final Approval BOCC Approved Tyler Ref # AG 061625 BOCC Signed Date Originator MBEDELL BOCC Agenda Date 06/16/2025 PUBLIC WORKS DEPARTMENT (970) 400-3750 1 1 1 1 H St., P.O. Box 758 Greeley, CO 80632 May 20, 2025 To: Board of County Commissioners Subject: Award Recommendation for Conflict Warning Systems at Two Locations B2500063 As advertised, this solicitation is for Conflict Warning Systems at Two Locations On May 14, 2025, two bids were opened for the Conflict Warning Systems at Two Locations. The bids were submitted by Adiona Transportations Solutions, LLC and Lumin8 Transportation Technologies. The lowest bid submitted by Adiona Transportations Solutions, meets all the bid specifications. Therefore, the recommendation is to award the bid to Adiona Transportations Solutions, for a total amount of $ 157,875.00. If you have any questions, please contact me. Sincerely, Curtis Hall Director zoo -1353 EC --i0083 Weld County Intersection Conflict Monitor System B2500063 (25763) BID TABULATION 5-14-25 CDOT ITEM NO. ITEM DESCRIPTION UNIT QUANTITY QUANTITY ENGINEER UNIT ENGINEER TOTAL ADIONA UNIT ADIONA TOTAL LUMIN8 UNIT LUMIN8 TOTAL RDWY DRAINAGE BRIDGE WALL 202-00810 REMOVAL OF GROUND SIGN EA 8 $ 300.00 $ 2,400.00 $ 339.00 $ 2,712.00 $ 303.00 $ 2,424.00 614-00011 SIGN PANEL (CLASS I) SF 59 $ 40.00 $ 2,360.00 $ 43.00 $ 2,537.00 $ 66.00 $ 3,894.00 614-00012 SIGN PANEL (CLASS II) SF 369 16 $ 60.00 $ 960.00 $ 63.00 $ 1,008.00 $ 75.00 $ 1,200.00 614-01583 STEEL SIGN SUPPORT (2-1/2 INCH ROUND SCH 80)(POST AND SOCKET) EA 1 $ 800.00 $ 800.00 $ 1.489.00 $ 1,489.00 $ 979.00 $ 979.00 614-10110 LED WARNING SIGN SYSTEM EA 4 $ 7,500.00 $ 30.000.00 $ 5,015.00 $ 20,060.00 $ 10,500.00 $ 42,000.00 614-72886 INTERSECTION DETECTION SYSTEM (CAMERA) EA 8 $ 6,500.00 $ 52,000.00 $ 7.653.00 $ 61,224.00 $ 6,717.00 $ 53,736.00 614-80004 FLASHING BEACON (SPECIAL) EA 8 $ 5,000.00 $ 40,000.00 $ 3,694.00 $ 29,552.00 $ 3,995.00 $ 31,960.00 630-00000 FLAGGING HR 5,000 48 $ 50.00 $ 2,400.00 $ 44.00 $ 2,112.00 $ 78.00 $ 3,744.00 630-00007 TRAFFIC CONTROL INSPECTION DAY 300 12 $ 500.00 $ 6,000.00 $ 275.00 $ 3,300.00 $ 653.00 $ 7,836.00 630-00012 TRAFFIC CONTROL MANAGEMENT DAY 600 18 $ 1,000.00 $ 18.000.00 $ 1,083.00 $ 19,494.00 $ 2,611.00 $ 46,998 00 630-80341 CONSTRUCTION TRAFFIC SIGN (A) EA 60 5 $ 85.00 $ 425.00 $ 22.00 $ 110.00 $ 52_00 $ 260.00 630-80342 CONSTRUCTION TRAFFIC SIGN (B) EA 60 11 $ 130.00 $ 1.430.00 $ 37.00 $ 407.00 $ 61.00 $ 671.00 630-80360 DRUM CHANNELIZING DEVICE EA 100 30 $ 60.00 $ 1,800.00 $ 14.00 $ 420.00 $ 1,830.00 $ 61.00 630-80380 TRAFFIC CONE EA 50 $ 18.00 $ 900.00 $ 9.00 $ 450.00 $ 14.00 $ 700.00 700-70010 F/A MINOR CONTRACT REVISIONS FA 1 $ 10,000.00 $ 10,000.00 $ 10.000.00 $ 10,000.00 $ 10,000.00 $ 10,000.00 700-70019 F/A FUEL COST ADJUSTMENT FA 1 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 700-70380 F/A EROSION CONTROL FA 1 $ 2,000.00 $ 2,000.00 $ 2,000.00 $ 2,000.00 $ 2,000.00 $ 2,000.00 SUBTOTAL OF CONSTRUCTION ITEMS $159,475 $144,875 $198,232 SUBTOTAL OF FORCE ACCOUNT ITEMS $13,000 $13,000 $13,000 TOTAL PROJECT COST $172,475 $157,875 $211,232 ERRORS None None None COLORADO Department of Transportation Office of the Chief Engineer Engineering Contracts 2829 W. Howard Place, 3s Floor Denver, CO 80204 May 19, 2025 Attn: Michael Bedell Weld County PO Box 758 Greeley, CO 80632 Dear Michael, SHO C030-091 Conflict Warnings Systems Improvements Project Code 25763 The County's award of project SHO C030-091 (25763) to Adiona Transportation Solutions, LLC is approved based on the Colorado Department of Transportation's review of the request for concurrence dated May 15, 2025, and supported by the associated financial statement along with the receipt of the following documents: -CDOT Form 605, Contractors Performance Capability Statement - CDOT Form 606, Anti -Collusion Affidavit -CDOT Form 621, Assignment of Anti -Trust Claims and - Documentation of conformance with CDOT DBE Contract Goal Policy The reimbursement of Federal funds for this project is subject to the requirements of the Inter - Governmental Agreement (IGA) between the County and the Colorado Department of Transportation. Any funding that may be required to complete the project beyond the funds approved under the IGA will be the responsibility of the County. Please be sure to include a copy of FHWA Form 1273 as part of your entity's contract with the above selected contractor. Your cooperation in this matter is appreciated. Sincerely, /6 a 3attieneff.4. RB Simmons CDOT Award Officer PH: 303-246-4559 cc: Armando Ochoa, R-4 Region EEO Officer, R-4 Yehdego/Ngo, HQ -Accounting Civil Rights Central Files WELD COUNTY PURCHASING 1301 N. 17th Avenue, Greeley, CO 80631 reverettaweld.dov cgeisert aaweld.dov ttaylor(a�weld.00v Phone: 970-400-4222, 4223 or 4454 DATE OF BID: MAY 14, 2025 REQUEST FOR: CONFLICT WARNING SYSTEMS AT TWO LOCATIONS DEPARTMENT: PUBLIC WORKS BID NO: B2500063 PRESENT DATE: MAY 19, 2025 APPROVAL DATE: JUNE 2, 2025 VENDOR AMOUNT ADIONA TRANSPORTATION SOLUTIONS LLC 6145 BROADWAY DENVER CO 80216 LUMIN8 TRANSPORTATION TECHNOLOGIES LLC 5920 LAMAR STREET ARVADA CO 80003 THE PUBLIC WORKS DEPARTMENT IS REVIEWING THE BIDS. $157,875.00 No, I choose to Not accept fuel cost adjustment for this project $211,232.00 Yes, I choose to accept fuel cost adjustment for this project. 2025-1353 5A°I G OMB Hello