R-2023-076 - 3/9/2023 RESOLUTION NO. R-2023-076
WHEREAS, the City of Round Rock, Texas (the "City") is a participating and founding
member of the Brushy Creek Regional Utility Authority, Inc., (the "BCRUA"); and
WHEREAS, on the 8th day of September 2022, BCRUA and Thalle Construction Company
executed a Standard Form of Agreement ("Agreement") for the repair of a 36-Inch Underwater
Pipeline; and
WHEREAS, on the 22nd day of February, 2023, BCRUA approved Amendment No. 1 to the
Agreement with Thalle Construction Company for an additional emergency repair to the 36-Inch
Underwater Pipeline; and
WHEREAS, the City desires to approve the action of the BCRUA in entering into said
Amendment No. 1 with Thalle Construction Company, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,TEXAS,
That the City Council hereby approves the action of the Brushy Creek Regional Utility
Authority in entering into Amendment No. 1 with Thalle Construction Company, a copy of said
contract being attached hereto as Exhibit"A" and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 9th day of March, 2023.
0112.20232;4869-2787-0291
'14 A /
CRAI MOR , Mayor
City of Roun ock, Texas
ATTEST:
City Clerk 'p�U
�,tfe-�r Ea"'�MrAS
2
EXHIBIT
„A»
AMENDMENT NO. 1 TO
BRUSHY CREEK REGIONAL UTILITY AUTHORITY
STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONTRACTOR
This First Amendment to Standard Form of Agreement between Brushy Creek Regional Utility
thori (hereafter "Owner") and Thalle Construction Company (hereafter "Contractor") is dated the
_. .. day of February,2023.
RECITALS
WHEREAS,on the 81h day of September 2022, Owner and Contractor executed a Standard Form
of Agreement("Agreement) for the repair of a 36-Inch Underwater Pipeline; and
WHEREAS, an additional emergency repair to the 36-Inch Underwater Pipeline is now required;
and
WHEREAS, completion of said additional repair is necessary to protect the public health and
safety of the residents; and
WHEREAS, Owner and Contractor desire to amend the Agreement to include the Work and
Cost of Work for the additional required repair as set forth herein;
ARTICLE,I
THE WORK
The Work required to be performed by Contractor pursuant to the Agreement shall be amended to
include the additional work described in the attached Exhibit "Al," incorporated herein by reference for
all purposes. The Scope of Work described in Exhibit"A" and the additional Scope of Work described in
the attactied Exhibit"A l"shall collectively be considered the"Work" for the purpose of the Agreement.
ARTICLE II
COST OF WORK
The Cost of the Work set forth in the Agreement shall be amended to include the itemized costs
in the attached Exhibit"BI," incorporated herein by reference for all purposes. The costs enumerated in
Exhibit "B" and the costs enumerated in the attached Exhibit "B 1" shall collectively be considered the
"Cost of Work" for the purpose of this Agreement.
4878-584 1-5441
ARTICLE III
BOND COSTS
Contractor shall provide amended Payment and Performance Bonds in the amount of the
amended Cost of Work. Copies of said amended Bonds shall be attached hereto as Exhibit "C,"
incorporated herein by reference for all purposes.
ARTICLE IV
EXHIBITS
The following exhibits supplement this Agreement and shall form part of the Contract
Documents:
Exhibit"A I" (Additional Scope of Work)
Exhibit"B 1" (Costs for Additional Scope of Work)
Exhibit"C' (Amended Payment and Performance Bonds)
ARTICLE V
MISCELLANEOUS
This Amendment No. I shall amend the original Agreement only as set forth herein with no other
changes in terms or conditions of the original Agreement.
[Signatures on the following page.]
2
IN WITNESS WHEREOF, Owner and Contractor have executed this Amendment No. 1 to be
effective as of the last date of due execution by both parties.
OWNER:
BRUS K AL UTILITY AUTHORITY
By:
Anne Duffy, its Presi t
Date Signed: p�3
FOR BRUSHY CREEK REGIONAL UTILITY AUTHORITY,
APPROVED AS TO FORM:
By:
Stephan Li Sheets,Attorney
CONTRACTOR:
THALLE CONSTRUCTION
By:
Printed Name:
Title:
Date Signed:
3
IN WITNESS WHEREOF, Owner and Contractor have executed this Amendment No. 1 to be
effective as of the last date of due execution by both parties.
OWNER:
BRUSHY CREEK REGIONAL UTILITY AUTHORITY
By:
Anne Duffy, its President
Date Signed:
FOR BRUSHY CREEK REGIONAL UTILITY AUTHORITY,
APPROVED AS TO FORM:
By:
Stephan L. Sheets,Attorney
CONTRACTOR:
THALLE CQ7TRU TION
9
By: — — --- -
Printed Name:
���r,�,,:,; r. �C�,,�i.•-�<_
Title: �k�• �rl�o��
Date Signed:
3
Tff/� LLE
A TULLY GROUP COMPANY
February 17,2023
BCRUA C/O
Walker Partners
804 Las Cimas Parkway
Austin,TX 78746
Attn:Aaron Archer
Re: BCRUA Phase 2 Raw Water Delivery System
36-In Underwater Line Repair(
February 14,2023 break event Proposal)
Please consider this as Thalle Construction Company's("Thalle")initial assessment,generalized workplan,preliminary
schedule,and estimated additional cost of all labor,equipment,material,and fuel necessary to complete the repair plan
developed from the investigative dive performed by Global Diving on February 14,2023 and as outlined on the work plan
below and detailed on the attached plan view.This work plan was developed in a cooperative manner with input from
both the Owners Engineering Team, Global Diving and Thalle personnel. The information provided is an estimate of
probable costs based on available data to date and assumes the use of Owner provided pipe and material fittings as
outlined on the attached work plan and the added materials provided by Thalle also outlined on the work plan. Due to the
emergency nature of this work the material costs are estimated and final compensation will be based on actual invoice
costs.The attached proposal is an estimate,not a maximum amount not to exceed.The final cost will be determined on
the cost-plus basis as outlined in Article 11.4.1.3 of the provided"short form".
Emergency Repair Plan 02.17.2023
This plan is intended to describe the Thalle/Global's means and methods for repairs of the existing 36"Raw Water Pipeline
Running through Lake Travis.
Mobilization
Global will be utilizing the existing Poseidon Barges provided by Thalle.A marine architect has performed a stability
analysis.The Dive Crew is assembling the Emergency Work Platform on 02.17.2023. The Crane being utilized on the
water is a Broaderson IC80-3J.Thalle will be providing an operator for the crane to facilitate the tripping process,as well
as tugboat movements.
Repair Parts and Fittings
2 @ Mega Lug Collar(EBAA 1100)(By BCRUA)
2 @ Split Mega Lug Collar(EBAA 1100 SBC)(By Thalle)
1 @ MJ Flange Adapter with extra gaskets)(By BCRUA)
1 @Rebuild Kit for Disassembly Joint(By Thalle)
30 @ 1"dia. B7?All thread rods six feet long each(200 LF) (By Thalle)
150 @ Heavy Hex Nuts with washers for all thread (By Thalle)
8 @ 1"x 4" Grade 5 bolts with Nyloc Nuts and Washers(for the chocks)(By Thalle)
10110 E FM 917—Alvarado,TX 76009; Phone: (817) 728-3891 EXHIBIT
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Lur'i I K 0 ( , Iur4 c (-)&II'/\i'l �
A TULLY GROUP COMPANY
4 @ 1" x 8" Rock Bolts (By Thalle)
W-14 Beam for Chocks 30feet long (By Thalle)
44 feet of High Denier Neoprene (By Thalle)
300 Ready mix grout bags for pipeline support (By Thalle)
Repair Plan
Day(1) 02.17.2023
Construct Dive Barge with crane and spuds. Global will take possession of the repair fittings and inventory.Additional crew
dispatched from Seattle and flown to Austin, logistics handled internally.
Day(2)02.18.2023
Finish all barge assembly and setup. By end of shift the dive barge will be ready for work on Monday.
Global will on the initial dive measure the location of the pipe on each of the horizontal supports of the cross bracing for
record.
Global will identify and measure the angular deflection of the two ball joints in the Flex Tend Double Ball Joint, the single Ball
Joint,the first pipe joint up stream of the discontinuity and the first pipe joint downstream of the repair area.
Global will provide a redline drawing of the hydrographic survey with the known parts identified for record.
Day(3)02.20.2023
Dayshift start time 0700. Move barge on location, establish work site and begin site cleanup, remove existing grout bags and
place on materials barge.
Nightshift start time 1900. Continue with site preparation, removal of grout bags and place on materials barge.
Day(4)02.21.2023
Dayshift will remove MJ flange adapter, Mega-Lug,all hardware, and Disassembly Joint.
Nightshift to begin straightening pipe, and begin topside fabrication of all 3 chocks.
Day(5)02.22.2023
Dayshift will rebuild disassembly joint on deck and continue straightening pipe including resetting the Flex-Tend Force
Balanced Double Ball Joint to
+8"-8" (simultaneous operation). Continue with chock fabrication.
Nightshift will check ovality of pipe and locate the cut.The Clamshell cutter will be installed and the pipe cut. The coupon
will be marked at 12o'clock and saved for BCRUA.
Day(6-8)02.23.2023—02.25.2023
Dayshift and Nightshift will install 2 Mega-Lug collars,the new MJ flange adapter with Gasket, rebuilt Disassembly joint, and
Split Mega-Lug Collar with long Tie Rods.
i
10110 E FM 917—Alvarado, TX 76009; Phoney (817) 728-3891
LW JEW E7
A TULLY GROUP COMPANY
Day (9-10)02.26.2023—02.27.2023
Dayshift and Nightshift will torque all new hardware to spec.48 nuts torqued and 24 nuts snugged (mid span hardware).
Day(11)02.28.2023
Dayshift installs downstream Split Mega-Lug Collar(EBAA 1100SBC), replacing every fourth flange bolt (total of 6 long tie
bolts)to the MJ Flange Adapter and torques all new hardware to spec. Begins installing chocks with neoprene.
Nightshift finishes installing chocks and begins supporting pipeline with new grout bags.
Day(12) 03.01.2023
Dayshift finishes supporting pipeline in repair area (entire repair area) leaving space around every fitting for inspection
purposes.
Nightshift will perform a full video inspection of all fittings and hardware and prove torque on all installed hardware for
the length of the original repair. Divers will install two bubble levels at the crown of the pipeline with splash zone
(underwater epoxy)directly in line with the 'H' piling.These levels will have a set measurement point and create a
repeatable target for all future inspections. The bubble levels will also show any indication of pipe movement and roll.
Day(13)03.02.2023
Day shift finalizes any open tasks and unlocks the LOTO from the barge control room. Pipeline is charged and monitored for
leaks.
Nightshift continues monitoring for leaks for the first 24 hours.
During the final inspection,Global will provide vertical offset deflection of the pipeline with an angle reading bubble level.
Day(14) 03.03.2023
Repair complete and shift work ends.
Plan 8 (Additional 2 days, Shift begins 02.22.2023—02.24.2023)
Pipe is too out of round or cut too far back to reconnect
Day(1) Plan B
Dayshift will cut a section of BCRUA supplied pipe long enough to join both ends of the pipeline.The M1 Flange Adapter
will be installed on the downstream end as originally planned with two Mega-Lug Collars and long Tie Rods.
Nightshift will install two Mega-Lug collars on the new section of pipe and two Mega-Lug Adaptors on the upstream original
pipe and connect with a BCRUA supplied MJ Sleeve.
Day(2) Plan B
Dayshift and Nightshift Torque all Mega-Lug Tie Bolts and foot bolts to spec.
10110 E FM 917—Alvarado, TX 76009, Phone: (817) 728-3891
YffAZw§mwAF
A TULLY GROUP COMPANY
See attached cost outline for the estimated repair work price.This pricing outline includes 10 inspection dives over the
next 6 months as requested by BCRUA representatives.This includes the actual dive, an inspection video,full written
report and review meeting.
See attached schedule based on authorization and execution of the contract amendment.
Note Thalle and our subcontracting partner have begun mobilization and material procurement based on the email
notice provided on February 15, 2023 by Karen Bondy to Robert Farrow.
Respectfully Submitted
Robert Farrow
Senior Project Manager
Rfarrow cDthalle.com
10110 E. FM 917
Alvarado,Texas 76009
direct:817.728.3891 1 cell:817.583.4230
I
10110 E FM 917—Alvarado,TX 76009; Phone: (817) 728-3891
I
Proposed Contract Modification
ISSUING OFFICE Change Request
TH/A LLE
CONSTRICTION COMPANY
ATTN. Joerg Moser Robert Farrow
Walker Partners 10110 E. FM 917
BCRUA Emergency Repair Alvarado,Texas 76009
Project No.
Reference: Emergency Underwater Repair Date: February 17,2023
Description: See Outime
CONTRACTOR'S PROPOSAL
DESCRIPTION AMOUNT
LABOR $284,703.25
MATERIALS&MISC EXPENSES $43,628.10
SUBCONTRACTOR OTHER $534,337.00
SUBTOTAL $862,668.35
MARGIN 25.00% $215,667.09
SUBTOTAL W/MARGIN $1,078,335.44
EQUIPMENT $452,374.00
$452,374.00
SUBTOTAL EQUIPMENT COSTS $452,374.00
Insurance 0.87% $11,440.87
BONDS 0.68% $8,942.29
SUBTOTAL BONDS $20,383.16
UNIT PRICE WORK
UNIT UNIT PRICE QUANTITY
Is 1 00 $0.00
SUBTOTAL UNIT PRICE WORK $0.00
Total Cost of Change $1,551,092.59
Contractor's Certification: I certify this estimate is made in good faith,and the supporting documentation is accurate
and complete to the best of my knowledge and belief
2/15/2023
Robert Farrow Date
Project Manager
EXHIBIT
g
3
PJ'
0.00 Emergency Underwater Repair SODA
See Outline Crew Labor Costs
Activity: See Outline
Resource ID Resource Description QTY. UoM Unit Cost Burden(55%) Overtime Rate Extended Cost
FMNUTILITY Marine Foreman 336.00 MH $ 55.00 1.55 0 $ - $ 28,644.00
LABI Land Support skilled labor(2) 336.00 MH $ 26.00 1.55 176 $ 2,288.00 $ 15,828.80
LAB3 Land Support Pipe Fitters (2) 168.00 MH $ 42.00 1.55 88 $ 1,848.00 $ 12,784.80
LA84 Land Support Labor(2) 84.00 MH $ 55.00 1.55 0 $ - $ 7,161.00
OE2 Land Support Welder 84.00 MH $ 26.00 1.55 176 $ 2,288.00 $ 5,673.20
OE3 Land Support Pipe Fitters (2) 84.00 MH $ 32.00 1.55 88 $ 1,408.00 $ 5,574.40
Land Support Labor(2) 84.00 MH $ 24.00 1.55 88 $ 1,056.00 $ 4,180.80
SUP 5 Land Support Welder 84.00 MH $ 60.00 1.55 40 $ 1,200.00 $ 9,012.00
Land/Marine Crane Operator 336 MH $ 78.00 1.55 232 $ 9,048.00 $ 49,670.40
Field Engineer 168 MR $ 48.00 1.55 NO 0.00% $ 12,499.20
Field Sup 168 MR $ 95.00 1.55 NO 0.00% $ 24,738.00
Safety Rep 336 HR $ 65.00 1.55 NO 0.00% $ 33,852.00
MR 1.55 NO 0.00% $ -
Per Diam 2268 MR $ 10.00 1.00 NO 0.00% $ 22,680.00
Smalls Tools Modifier 0.25 $ 209,618.60 1 NO 0.00% $ 52,404.65
PM Project Manager MH $ 110.00 1.55% NO 0.00% $ -
Activity 0 Subtotal: $ 284,703.25
0.00 Emergency Underwater Repair 200A
Emergency Underwater Repair EQUIPMENT COSTS
Activity: 200A
Resource ID Resource Description QTY. UoM Unit Cost Markup Taxable Tax Rate(8.25%) Extended Cost
3-TSRENTAL LS YES 8.25% $ -
Cutter Clamshell cutter 11.00 day $ 1,469.00 N/A NO 0.00% $ 16,159.00
Veh Foreman 216.00 hr $ 8.75 N/A NO 0.00% $ 1,890.00
BGENSKW Carry Deck Crane 216.00 HR $ 481.25 N/A NO 0.00% $ 103,950.00
BEX03S 40x60 Barge 216.00 Hr $ 562.50 N/A NO 0.00% $ 121,500.00
8EX06S Freight Charges 48.00 HR $ 306.25 N/A NO 0.00% $ 14,700.00
8LDR05 Misc Specialty Tools 1.00 Is $ 9,375.00 N/A NO 0.00% $ 9,375.00
8PU01 Tug Boat 216.00 HR $ 395.00 N/A NO 0.00% $ 85,320.00
8TRUCKW2 Welding Machine 216.00 HR $ 55.00 N/A NO 0.00% $ 11,880.00
8TS3 Manboat 216.00 HR $ 268.75 N/A NO 0.00% $ 58,050.00
Extended Pipeline Inspections
8PUMP03E 30x15 Mat Barge 40.00 HR $ 343.75 N/A NO 0.00% $ 13,750.00
BTOOLSO1 Tug Boat 40.00 HR $ 395.00 N/A NO 0.00% $ 15,800.00
NO 0.00% $ -
N/A NO 0.00% $
HR N/A NO 0.00% $
HR N/A NO 0.00% $
HR N/A NO 0.00% $ -
HR N/A NO 0.00% $
HR N/A NO 0.00% $
HR N/A NO 0.00% $
HR N/A NO 0.00% $
HR N/A NO 0.00% $ -
Activity 200A Subtotal: $ 452,374.00
8
0
contro
0 Emergency Underwater Repair
See Outline
Materials
Activity: Mechanical Fitment(Materials) 2008
Resource ID Resource Description QTY. UoM Unit Cost Taxable Tax Rate(8.25%) Extended Cost
NO 0.00% $
NO 0.00% $
Porta Pots 0.00 Mon $ 675.00 NO 0.00% $
Dumpster 0.00 Man $ 1,275.00 NO 0.00% $ -
Dumpster Disposal Fees 2.00 ea $ 1,275.00 NO 0.00% $ 2,550.00
Spill Containment Kit 1.00 ea $ 4,500.00 NO 0.00% $ 4,500.00
Life Rings 0.00 ea $ 1,275.00 NO 0.00% $ -
Misc Mats Steel 1.00 Is $ 5,000.00 NO 0.00% $ 5,000.00
Concrete bags 300.00 ea $ 18.00 NO 0.00% $ 5,400.00
Mid Span Restraint 4.00 ea $ 3,300.00 NO 0.00% $ 13,200.00
Gaskets 2.00 $ 130.00 NO 0.00% $ 260.00
1"All Thread rod and bolts 1.00 Is $ 1,670.00 NO 0.00% $ 1,670.00
Coil Rod 3/4 Washers and Nuts 1.00 IS $ 2,245.00 NO 0.00% $ 2,245.00
Contact Cement 3.00 gal $ 45.00 NO 8.25% $ 146.14
1"Anchors 1.00 box $ 145.00 NO 8.25% $ 156.96
Misc Mats Steel 1.00 Is $ 8,500.00 NO 0.00% $ 8,500.00
YES 8.25% $ -
NO 0.00% $
NO 0.00% $ -
NO 0.00% $
NO 0.00% $ -
Activity 200B Subtotal: $ 43,628.10
0
contro
0 Emergency Underwater Repair
See Outline
Activity: Subcontractor Other Expenses 300A
Resource ID Resource Description QTY. UoM Unit Cost Burden(50°x) Extended Cost
Global Mob 1.00 LS $ 54,000.00 N/A $ 54,000.00
N/A $ -
Global 24 Hour Crew 14.00 LS $ 27,467.00 N/A $ 384,538.00
LS N/A $ -
Investigation 2.14.23 1.00 LS $ 15,799.00 N/A $ 15,799.00
OTHER LS $ - N/A $ -
OTHER LS $ - N/A $ -
Inspections 10.00 EA $ 8,000.00 N/A $ 80,000.00
Tug and Barge See Equipment Schedule 40.00 HR $ - N/A $ -
OTHER LF N/A $
OTHER LF N/A $
OTHER LS N/A $
Pump Sub LS NA $
OTHER $ N/A $ -
SUBTOTAL SUBCONTRACTOR OTHER 300A SUBTOTAL $ 534,337.00
9
0
contro
EXHIBIT "C"
(Amended Payment and Performance Bonds)
Bond No. K41593824 Federal Insurance Company
Bond No.015215410 Liberty Mutual Insurance Company
RIDER
To be attached to and form a part of Performance 8 Payment Bond Bond,No. K41583824/015215410
dated the 8th day of September 2022 issued by
Federal Insurance Company,2028 Hall's Mill Road, Whitehouse Station, NJ 08889
Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, MA 02116 as Surety,on behalf of
Thalle Construction Co., Inc., 900 NC Highway 86 North, Hillsborough, NC 27278 ,as Principal,
in the penal sum of One Million Six Hundred One Thousand Six Hundred Sixty Eight Dollars and 35/100
Dollars($ 1,601,668.35 ),and in favor of Brushy Creek Regional Utility Authority
In consideration of the premium charged for the attached bond,it is hereby agreed that the attached bond be amended as
follows:
Bond Amount Increase-Amendment No. 1
From:One Million Six Hundred One Thousand Six Hundred Sixty Eight Dollars and 35/100($1,601,668.35)
To: Three Million One Hundred Fifty Two Thousand Seven Hundred Sixty Dollars and 94/100($3,152,760.94)
Provided,However,that the attached bond shall be subject to all its agreements,limitations and conditions except as
herein expressly modified,and further that the liability of the Surety under the attached bond and the attached bond as
amended by this rider shall not be cumulative.
This rider shall become effective as of the 17th day of February 2023
Signed,sealed and dated this 22nd day of February 2023
Thalle Con jr ction Co., Inc.
ATTEST: / B /
PRINCIPAL Pet y, Chief Executive Officer
N
Fede I I rance Company
Libe y Mutual Insurance Company
ACCEPTED:
Jaclyn Thorp as ,Attorney-in-Fact
ACKNOWLEDGEMENT OF CONTRACTOR -IF A CORPORATION
STATE OF NEW YORK
COUNTY OF QUEENS
ON THE 22' DAY OF February, 2023 BEFORE ME PERSONALLY APPEARED Peter K. Tully TO ME KNOWN,
WHO,BEING BY ME DULY SWORN,DID DEPOSE AND SAY;THAT(S)HE IS THE CHIEF EXECUTIVE OFFICER
OF Thalle Construction Co.,Inc. THE CORPORATION THAT EXECUTED THE FOREGOING INSTRUMENT,AND
ACKNOWLEDGED TO ME THAT SUCH CORPORATION EXECUTED THE SAME.
IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND AND AFFIXED MY OFFICIAL SEAL, AT MY
OFFICE IN THE ABOVE COUNTY,THE DAY AND YEAR WRI7EN ABOVE.
Notary PublicCAROL R. GORDON
Notary Public, State of New York
No. 01G04680187
Qualified In Queens County
ACKNOWLEDGEMENT OF SURETY COMPANY Commission Expires April 30, 20:x(,
STATE OF NEW JERSEY
COUNTY OF MORRIS
ON THE 22"d DAY OF February, 2023 BEFORE ME PERSONALLY APPEARED Jaclyn Thomas TO ME KNOWN,
WHO BEING BY ME DULY SWORN, DID DEPOSE AND SAY; THAT (S)HE IS THE ATTORNEY-IN-FACT OF
Federal Insurance Company, THE CORPORATION THAT EXECUTED THE FOREGOING INSTRUMENT,.AND
ACKNOWLEDGED TO ME THAT SUCH CORPORATION EXECUTED THE SAME.
IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND AND AFFIXED MY OFFICIAL SEAL, AT MY
OFFICE IN THE ABOVE COUNTY,THE DAY AND YEAR WRITTEN ABOVE.
Notaly Public C DIPAL,P SAVALIYA
NOTARY PUBLIC
ACKNOWLEDGEMENT OF SURETY COMF ANY STATE OF?•NEW JERSEY
MY COMMISSION,EXPIRES JUNE 04,2025
STATE OF NEW JERSEY
COUNTY OF MORRIS
ON THE 22na DAY OF February, 2023 BEFORE ME PERSONALLY APPEARED Jaclyn Thomas TO ME KNOWN,
WHO BEING BY ME DULY SWORN, DID DEPOSE AND SAY; THAT (S)HE IS THE ATTORNEY-IN-FACT OF
Liberty Mutual Insurance Company THE CORPORATION THAT EXECUTED THE FOREGOING INSTRUMENT,
AND ACKNOWLEDGED TO ME THAT SUCH CORPORATION EXECUTED THE SAME.
IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND AND AFFIXED MY OFFICIAL'SEAL, AT MY
OFFICE IN THE ABOVE COUNTY,THE DAY AND YEAR WRITTEN ABOVE.
C SAVALIYA,
NotAry Public 0NOTARY PUBLIC
STATE OF NEW JERSEY
MY COMMISSION EXPIRES JUNE 041,2025
FEDERAL INSURANCE COMPANY
STATEMENT OF ASSETS,LIABILITIES AND SURPLUS TO POUCY14OLDERS
Statutory Basis
Decem bar 31,2021
(in Utoutandt)
LIABIUVES AND
ASSETS SURPLUS TO POLICYHOLDERS
Cash and Short Term Investments S (587,308) Outstanding Losses and Loss Expenses s 8,701,383
United States Government,State Reinsurance Payable on Losses and Expenses 1,484,198
and Municipal Bonds 4,271,534 Uneamed Premiums 2,400,711
Other Bonds 5,994,873 Ceded Reinsurance Premiums Payable 388,332
storks 875.588 Other Uabi tlas 408.472
Otter Invested Assets 1,617,712
TOTAL INVESTMENTS 12,022,201 TOTAL LIABILITIES 13,451,004
Investments In Affiliates: Capital Sock 20,980
Great Nodhom Ins.Co. 414,838 Paid-In Surplus 2,711,474
Vigilant Ins.Co. 354,898 Unassigned Funds 1,903 522_,
Chubb Indemnity Ins.Co. 183,242
Chubb NekrW Ins.Cc 19D,801 SURPLUS TO POLICYHOLDERS 4,035,978
Other Af Hates 118,373
Premiums Recalveble 1,728,853
Other Assets 3,078,4118
TOTAL LIABILITIES AND
TOTAL AOMITTED ASSETS s 18,087,070 SURPLUS S 19 08, 7,070
Investments are valued In aomrdance with requirements of the Notional Association of Insurance Commlsslonera,At December 31,2021,
invasbnenls with a carrying value of$509,085,182 were deposited with government authoritlas as required by law
STATE OF PENNSYLVANIA
COUNTY OF PHILADELPHIA
John Taylor,being duly arr/vm,Bays that he is Senior Vice President of federal Insurance Company and that to the best of his knowledge
and batlef the foregoing a"e and correct statement of the sato Company's financial conditon as of the 31 st day of December,2021,
Swom before
morPresidart
4 o ry u
comm ss on exp7rW
Commonwealth of PenMytvanla-Notary Seal
Jalme L.Yates,Nclary Public
Phlladelphla CoUnly
My commission expire$September 19,2023
Commission number 137U
Member,PanneylVanfaAeteCladOnOf Notaries
Liberty LIBERTY MUTUAL INSURANCE COMPANY
Mu uil. FINANCIAL STATEMENT—DECEMBER 31,2021
SURETY
Assets Liabilities
Cash and Bank Deposits....................................... $2,234,770,744 Unearned Premiums............................................. $9,106,965,847
*Bonds—U.S Government................................... 4,250,615,811 Reserve for Claims and Claims Expense................ 25,279,158,493
*Other Bonds................................................................. 16,983,165,862 Funds Held Under Reinsurance Treaties................ 315,537,902
Reserve for Dividends to Policyholders................. 1,726,291
*Stocks.................................................................. 20,075,458,019 Additional Statutory Reserve................................ 139,634,000
Real Estate........................................................... 182,250,567 Reserve for Commissions,Takes and
Agents'Balances or Uncollected Premiums.......... 7,607,687,836 Other Liabilities.............................................. 8,638,106,801
Accrued Interest and Rents................................... 120,173,987 Total.............................................................. $43,481,129,334
Other Admitted Assets.......................................... 14,076,622,575 Special Surplus Funds................. $178,192,363
Capital Stock.............................. 10,000,075
Paid in Surplus........................... 11,804,736,755
Unassigned Surplus.................... 10,056,686,874
Total Admitted Assets...................................$65.530.745.401 Surplus to Policyholders...............................22,049,616,067
Total Liabilities and Surplus..............................$65 530 745.401
Jµ1N s Uq?.,
�
Bonds are stated at amortized or investment value;Stocks at Association Market Values.
1912 The foregoing financial information is taken from Liberty Mutual Insurance Company's financial
statement filed with the state of Massachusetts Departrnen{of Insurance.
I, TIM MIKOLAJEWSKI,Assistant Secretary of Liberty Mutual Insurance Company, do hereby certify that the foregoing is a true, and
correct statement of the Assets and Liabilities of said Corporation,as of December 31,2021,to the best of my knowledge and belief.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of said Corporation at Seattle,Washington, this 8a'day of
March,2022.
Assistant Secretary
S-1262LMICIa 3122
CHUBB
Power of Attorney
Federal Insurance Company I Vigilant Insurance Company I Pacific Indemnity Company
Westchester Fire Insurance Company I ACE American Insurance Company
Know All by These Presents,that FEDERAL INSURANCE.COMPANY,an Indiana corporation,VIGILANT INSURANCE COMPANY,a New York corporation,PACIFIC INDEMNITY
COMPANY,a Wisconsin corporation,W ESTCH ESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY corporations of the Commonwealth of Pennsylvania,
do each hereby constitute and appoint Thomas MacDonald, Marisol Mojica, Edward Reilly, Krystal L. Stravato, Jaclyn Thomas and Kevin T. Walsh Jr.
of Whippany,New Jersey;Andrea E.Gorbert of Jericho,New York;Neil C.Donovan,and Gerard Leib of Berwyn,Pennsylvania-----------------------------
each as their true and lawful Attorney-in-Fact to execute under such designation In their names and to affix their corporate seals to and deliver for and on thetrbebalf as surety
thereon
or otherwise,bonds and undertakings and other writings obligatory in the nature thereof(other than ball bonds)given or executed In the course of business,and any Instruments
amending or altering the same,and consents to the modification or alteration of any instrument referred to In said bonds or obligations.
In Witness Whereof,said FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FIRE INSURANCE COMPANY
and ACE AMERICAN INSURANCE COMPANY have each executed and attested these presents and affixed their corporate seals on this 616 day of April,2022.
lkrvrn tcincCn 1.1 linty.\icc 111(.-.4dcnt
--0
?w
Q
STATE OF NEW)ERSEY
County offlunterdon 55.
On this tax day of Apr1,2022 before rate,a Notary Public of New Jersey,personally came Dawn M.Chloros and Stephen M.Haney,tonic known to be Assistant Secretary and Vice
President,respectively,of FEDERAL INSURANCE COMPANY,VIGILANT IN SIIRANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FIRE INSURANCE COMPANY and ACE
AMERICAN INSURANCE COMPANY,the companies which executed the foregoing Power of Attorney,and the said Dawn M.Chloms and Stephen M.Haney,being by me duly sworn,
severally and each for herself and himself did depose and say that they are Assistant Secretary and Vice President,respectively,of FEDERAL INSURANCE COMPANY,VIGILANT
INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY and know the corporate seals
thereof,that the seals affixed to the foregoing Power of Attorney are such corporate seals and were thereto affixed by authority of said Companies;and that their signatures as such
officers were duly affixed and subscribed by like authority.
Notarial Seal e F
OTAyy KATHERINE J. NEWR
O
� NOTARY PUBLIC OF NEW JERSEY
r No.2316M
pU9L4C Commliatnn E.pi, July 16,2024 Nulaq Publ c
4�JEP��
CERTIFICATION
Resolutions adopted by the Hoards of Directors of FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,and PACIFIC INDEMNITY COMPANY on August 30,2016;
WESTCHESTER FIRE INSURANCE COMPANY on December 11,2006;and ACE AMERICAN INSURANCE COMPANY on March 20,2009:
"RESOLVED,that the following authorizations relate to the execution,for and on behalf of the Company,of bonds,undertakings,recogoizatims,contracts and other written commitments
of the Company
entered into in the ordinary course of business(each a"Written Commitment'):
(1) Each of the Chairman,the president and the Vice Presidents of the Company is hereby authorized to execute any Written Commitment for and on behalf ofthe Company,under the
seal
of the Company or otherwise
(2) Each duly appointed attorney-infact of the Company is hereby authorized to execute any Written Commitment for and on behalf of the Company,under the seal of the Company
orotherwise,
to the extent that such action is authorized by the grant of powers provided for In such person's written appointment as such attorney-In-face
(3) Each of the Chairman,the President and the Viae Presidents of the Company is hereby authorized,for and on behalf of the Company,to appoint in writing any person the attorney-in.
fact of the Company with full power and authontyto execute,for and on behalf of the Company,under the seal of the Company or otherwise,such Written Commitments of the Company
as may be spedfied in such written appointment,which specification may be by general type or class of Written Commitments or by specification of one or more particular Written
Commitments.
(4) Each of the Chairman,the President and the Vice Presidents of the Company is hereby authorized,for and on behalf of the Company,to delegate In writing to any other officer
of the
Company the authority to execute,for and on behalf of the Company,under the Company s seal or otherwise,such Written Commitments of the Company as are spedfied in such written
delegation,which specification may be by general type or class of Written Commitments or by specification of one or more particular Written Commitments.
(5) The signature of any officer or other person executing any Written Commitment or appointment or delegation pursuant to this Resolution,and the seal of the Company,may be
affixed by
facsimile on such Written Commitment or written appointment ordelegation.
FURTHER RESOLVED,that the foregoing Resolution shall not be deemed to be an exclusive statement of the powers and authority of officers,employees and other persons to act for
and on behalf of the
Company,and such Resolution shall notlimit orotherwise affect the exercise of any such power or authority otherwise validly granted or vested.'
1,Dawn M.CWorus,Assistant Secretary of FEDERAL INSURANCE COMPANY,VIGILANT INSURANCE COMPANY,PACIFIC INDEMNITY COMPANY,WESTCHESTER FIRE INSURANCE
COMPANY and ACE AMERICAN INSURANCE COMPANY(the"Companies")do hereby certlfy that
(i) the foregoing Resolutions adopted by the Board of Dtrectots of the Companies are true,correct and In full force and effect,
(ti) the foregoing Power of At tot ney Is true,correct and in full force and effect.
Given under my hand and seals ofsaid Companies at Whitehouse Station,NJ,this February 22, 2023.
a,,,. � .,a 121v.n 11.Chkatz::Y�,iaant�Vmi;lry
IN THE EVENT YOU WISH TO VERIFY THE AUTHENTICITY OF THIS BOND OR NOTIFY US OF ANYOTHER(NATTER,PLEASE CONTACT US AT:
Tele hone 908 903-3493 F-(9081903.3656 email:suretV(0chuhb.com
Combined:FED-VIG-PI-WFICAAIC((ev.11-19)
This Power of Attorney limits the acts of those named herein,and they have no authority to
bind the Company except In the manner and to tha extent herein stated.
Liberty Liberty Mutual Insurance Company
Mutual. The Ohio Casualty Insurance Company Certificale No 8207604.985316
West American Insurance Company
SURETY
POWER OF ATTORNEY
KNOWN ALL PERSONS BY THESE PRESENTS:Thal The Ohio Casually Insurance Company is a corporation duly organized under the laws of the State of New Hampshire,that
Lberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West American Insurance Company is a corporation duly organized
under the laws of the Stale of Indiana(herein collectively called the'Companies'),pursuant to and by authority herein set forth,does hereby name,constitute and appoint, Edward
Redly Jaclyn Phomas;Kevin T.Walsh Jr.;Krystal L.Stravato;Ntarisol Ndojiea;Michael Maruto;Thomas NfaeDonald
all of the city of Whippan Istate of NJ each individually if there be more than one named,its true and lawful attorney-in,•fact to make,
execute,seal,acknowledge and deliver,for and on its behalf as surely and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance
of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper
persons.
IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an adhorized officer or official of the Companies and the corporate seals of the Companies have been affixed
thereto this 6th day of April 2022
Liberty Mutual Insurance Company
P�tNSu,y X1-1 INSUA a tNSU. The Ohio Casualty Insurance Company
o°aro��`9y uP °aP°14r tiO West American Insurance Company
rn
J 3 �o m v 3 Fo n 3 "o tr
E 1912 0 1919 s 1991
dj1 S',cNUOf'dD O HAMPS�,dDi Yll dD
By: / as
m David M.Carey,Assistant Secretary ��
MState of PENNSYLVANIA
a County of MONTGOMERY ss 0
On this 6th da of April 2022 before me personally appeared David M.Care who acknowledged himself to be the Assistant Secreta of Liberty Mutual Insurance .� (D
w - Y Po Y aPPe Y, Secretary Y .n
c6 Company,The Ohio Casualty Company,and Wes!American Insurance Company, and that he,as such,being authorized so to do,execute the foregoing instrument for the purposes
therein contained by signing on behalf of the corporations by himself as a duly authorized officer.
— IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at King of Prussia,Pennsylvania,on the day and year first above written.
M NSN PAS a O
O - Qti tAorlY:c T�( Comnwv.milh of Pennsylvania-Notary Seat a
0 cps• Ali Teresa Pastella,Notary Public 1.�
O v Alosvpcmery County IE E
C N of Mycommission expaesMarch 28.2025 By: !,(/1,1�.1i LQ1.0 0 Q)
r Commission number 1626044 ((( <
k-"i a\V Memp.r,PMnsytvania Asscczl"of Nvanee
Oily Teresa Pastella,Notary Public Q O
N FVg
a? This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mtlual 3
E•9 Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: a
ARTICLEIV–OFFICERS:Section 12 Power of Attorney.`o� 06
Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the`v-
President may prescribe,shall appoint such altorneys-int-fad,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety any and
all undertakings,bonds,recognizances and other surety obligations.Such attorneys-in-fad,subject to the lim0ations set forth in their respective powers of attorney,shall c
o a) have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed,such$
rU
Z instruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or anorney-in-fact under the
provisions of this article may be revoked at any time by the Beard,the Chairman,the President or by the officer or officers granting such power or authority. LL Q.
ARTICLE XIII-Execution of Contracts:Section 5 Surety Bonds and Undertakings.
Any officer of the Company authorized for that purpose in writing by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe,
shall appoint such attorneys-in-fact, as may be necessary to act in behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,
bonds,recognizances and other surety obligations.Such attorneys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have fur!power to bind the
Company by their signature and execution of any such instruments and to attach thereto the seal of the Company.When so executed such instruments shall be as binding as if
signed by the president and attested by the secretary.
Certificate of Designation-The President of the Company,acting pursuant to the Bylaws of the Company,authonzes David M.Carey,Assistant Secretary to appoint such anorneys-irr
fact as may be necessary to ad on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,reoognizances and other surety
obligations.
Authorization-By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistarx secretary of the
Company,wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds,shall be valid and binding upon the Company with
the same face and effect as though manually affixed
I, Renee C Llewellyn,the undersigned,Assistant Secretary,The Ohio Casually Insurance Company, Lberty Mutual Insurance Company,and West American Insurance Company do
hereby certify that the original power of attorney of which the foregoing is a full,true and correct copy of the Paver ofAttomey executed by said Companies,is in full force and effect
and
has not been revoked
IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 22nd day of February 2023
P�kksu� ?v'S� INSUQ, a 1NSU,p4
�J o°RPor4, 1c+ yJ c°aP°R',. zt C,P�oPVOR+r �'n
J 3 o n Q 3 o n
1912 0 1919 0 2 1991 0
O
Yd
By:
P�aAC NUSD OHA YPSD� 'l MOIAN�' D�
a as s� ad Renee C.Llewellyn,Assislart Secretary
gyy k dH
1 . > 41 . r
LMS-12873 LMIC OCIC WAIC MultlCo 02.21