BCRUA_R-22-05-18-6A - 5/18/2022BCRUA_R-22-05-18-6A
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
1.0 THE WORK OF THIS CONTRACT
Unless otherwise provided in the Contract Documents, the CONTRACTOR shall be
responsible for performing or causing to be performed all Worl< including labor and
materials, necessary to build, construct, erect and equip the Project in accordance with
the Contract Documents and, at its own cost and expense, to furnish all the materials,
supplies, machinery, equipment, tools, superintendence, labor, insurance, and other
accessories and services necessary to complete the said construction,in accordance with
the Contract Documents and for the Contract Price defined in Section 3.0 of this
Agreement .
The Contract Documents for this Project include this Agreement and the following
documents: i
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• Modifications
• General Conditions
• Specifications bearing the title BCRUA Phase 2 Raw Water Delivery System,
Volume 1—Technical Specifications, consisting of Divisions as listed in the Table
of Contents of the Project Manual, dated November 3, 2021
• Geotechnical Data Report bearing the title BCRUA Phase 2 Raw Water Delivery
System, Volume 2—Geotechnical Data Report, dated July 2021
• Geotechnical Baseline Report bearing the title BCRUA Phase 2 Raw Water
Delivery System, Volume 3—Geotechnical Baseline Report, dated July 2021
• Drawings consisted of the following sheets and volumes:
o Sheets numbered G-0 to TC-45 and bearing the title BCRUA Phase 2 Raw
Water Delivery System, Volume 1 — General, Raw Water Intake,
Maintenance Building and Raw Water intake Tunnel
o Sheets numbered AD-1 to ID-28 and bearingthe title BCRUA Phase 2 Raw
Water Delivery System, Volume 2—Raw Water Pump Station i
o Sheets numbered CD-1 to CD-31 and bearing the title Brushy Creek
Regional Utility Authority Raw Water Pump Station, Volume 3 — Raw
Water Pump Station
o Sheets numbered CE-1 to CL-1 and bearing the title BCRUA Phase 2 Raw
Water Delivery System, Volume 4 — Cedar Park WTP, Raw Water
Transmission Tunnel and Pipeline, Leander Delivery Facilities - Sandy
Creek WTP, and Jackson Street Extension
• Addenda 01 through 07
• Proposal Form (Section 00300)
• Conflict of Interest Questionnaire (Section 00300-A)
• Certificate of Interested Parties (Section 00300-B)
• Pump Proposal (Section 00400-A)
• Vendor Compliance with Reciprocity of Non-Resident Bidders (TWDB-0459)
• Contractor's Act of Assurance (ED-103)
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Page 2 of 10
Issued for Bid(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
• Contractor's Act of Assurance Resolution (ED-104)
• Notice of Award (Section 00510)
• Notice to Proceed (Section 00520)
0 Performance Bond (Section 00610)
• Payment Bond (Section 00620)
Contractor's Certificate of Insurance
46 All other documents listed in the Project Manual dated November 3, 2021 not
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listed above
In addition to the provisions set forth in other Contract Documents, including but not
limited to Section 3.03 of the General Conditions, in the event that a conflict between any
of the provisions within the Contract Documents exist, OWNER shall determine which
provision controls. If CONTRACTOR identifies the conflict, CONTRACTOR shall notify
Owner's representative of the conflict, in writing.
The Contract Documents are forms adopted by Owner and are not subject to negotiation,
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modification or change unless Owner, in its sole discretion, agrees to do so.
2.0 CONTRACT TIME AND COMPLETION
§ 2.1 The date of commencement of the Work shall be stated in a Notice to Proceed
issued by the OWNER.
§ 2.2 Contract Time
§2.2.1 The Contract Time shall be measured from the date of commencement.
§2.2.2 Time is of the essence in all phases of the Work. Additionally, time limits
and periods of time stated in the Contract Documents are of the essence. It is
specifically understood and agreed to by and between OWNER and CONTRACTOR '
that time is of the essence in the substantial and final completion of the Work,
and that failure to substantially complete or finally complete the Work within the
designated period, or as it may be extended,shall be construed as a breach of this
Agreement. i
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§ 2.3 Substantial Completion
The CONTRACTOR shall achieve Substantial Completion, as that term is defined in
the Contract Documents, of the entire Work not later than 1740-Galendar-days
1700 calendar days (AD-05) from the date of commencement, subject to any
adjustments of this Contract Time as provided in the Contract Documents.
Page 3 of 10
Issued for Bid(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
§2.4 Liquidated Damages
The CONTRACTOR acknowledges and recognizes that the OWNER is entitled to full
and beneficial occupancy and use of the completed Work following expiration of
the Contract Time. The CONTRACTOR further acknowledges and agrees that, if
the CONTRACTOR fails to achieve Substantial Completion of any portion of the
Work within the Contract time,the OWNER will sustain actual damages as a result
of such failure. OWNER and CONTRACTOR agree that the exact amount of such
damages will be difficult, if not impossible, to ascertain. Therefore, the OWNER
and CONTRACTOR agree that, if the CONTRACTOR should fail, or refuse to achieve
Substantial Completion ofthe Work bythedate of Substantial Completion,subject
to extensions of the Contract Time granted bythe OWNER,then the CONTRACTOR
agrees to pay the OWNER the sum of
Eighteen thousand dollars ($18,000)
for each Calendar Day in which such Work is not Substantially Complete, not as
penalty, but as a reasonable estimation of the damages ("Liquidated Damages")
that would be suffered by OWNER as a result of delay for each and every calendar
day that the CONTRACTOR shall have failed to achieve Substantial Completion of
the Work as required herein. The Liquidated Damages shall be in lieu of any and
all other damages which may be incurred by OWNER as a result of the failure of
CONTRACTOR to achieve Substantial Completion of the Work within the Contract
Time.
§ 2.5 Final Completion
§ 2.5.1 Timely Final Completion is an essential condition of this Agreement.
CONTRACTOR agrees to achieve Final Completion of the Work within 60 calendar
days of the designated or extended date of Substantial Completion. {
§ 2.5.2 Final Completion means actual completion of the Work, including any
extras or Change Orders reasonably required or contemplated under the Contract i
Documents other than warranty work that may be required pursuant to the
Contract Documents.
3.0 CONTRACT PRICE
§ 3.1 The OWNER shall pay the CONTRACTOR the Contract Price in current funds for the
CONTRACTOR's proper and complete performance of the Work and all of CONTRACTOR's
obligations under the Contract Documents. The Contract Price shall be Two hundred
twenty-four million seven hundred eighty-six thousand eight hundred thirty-five dollars
and no cents ($224,786,835.00), subject to additions and deductions as provided in the
Contract Documents.
Page 4 of 10
Issued for Bid(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
BASE PROPOSAL:
Item
No Quantity Unit Item Description Unit Price Amount
Bonds, Mobilization,
1. 1 LS $12,500,000.00 $12,500,000.00
Demobilization, and Insurance
? 5,000 LF Trench Safety $5.00 $25,000.00
Cost for demolition of the
existing Owner and Cedar Park
3 1 LS raw water intake barges and $250,000.00 $250,000.00
appurtenances per the
applicable Drawings
Construction of all Work as
specified and detailed,
i 1 LS complete and in place,except $198,475,000.00 $198,475,000.00
for Work included in other
Proposal Items
5 2 LS Commissioning and Start-up $275,000.00 $275,000.00
Allowance for SCADA
6 1 LS Programming and $3,974,610.00 $3,974,610.00
Instrumentation
TOTAL BASE PROPOSAL AMOUNT $215,499,610.00
Page 5 of 10
Issued for Bid(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
§ 3.2 The Contract Price is based upon the following alternates which are described in the
Contract Documents and are hereby accepted by the OWNER:
ALTERNATE PROPOSAL ITEM:
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Indar Submersible Turbine Pumps and Motors
Item No. Quantity Unit Item Description Unit Price Amount
Furnish four(4) sets of
complete and operable Cedar
Park pumps, motors, piping,
Indar-1 1 LS spare parts and $2,377,000.00 $2,377,000.00
appurtenances compliant
with the requirements of the
Contract Documents.
Furnish four(4) sets of
complete and operable
BCRUA Initial pumps, motors,
Indar-2 1 LS piping,spare parts and $3,618,000.00 $3,618,000.00
appurtenances compliant
with the requirements of the
Contract Documents.
Furnish one(1) unit of a
complete and operable
BCRUA Ultimate pump,
Indar-3 1 LS motor, piping,spare parts $1,862,000.00 $1,862,000.00
and appurtenances compliant
with the requirements of the
Contract Documents.
TOTAL INDAR SUBMERSIBLE TURBINE PUMPS AND MOTORS !
$7,857,000.00
AMOUNT
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Page 6 of 10
Issued for Bid(Revised by AD-05)
SCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
ADDITIVE ALTERNATE PROPOSAL ITEMS:
Item
No Quantity Unit Item Description Unit Price Amount
EA Additional spot bolts $68.00 $3 740.00
AA _i 5`i ,
' in the Main Shaft
Additional spot bolts
AA-; 20 EA in the Suction and $78.00 $1,560.00
Temporary Chambers
AA-3 225 EA Additional spot bolts $29.00 $6,525.00
in the Tunnels
Additional Type ll
AA-4 400 LF ground support in the $35.00 $14,000.00
Intake Tunnel
Additional Type fl
AA 5 150 LF ground support in the $30.00 $4,500.00
Transmission Tunnel
Additional
AA-6 2 EA Mobilization for $8,000.00 $16,000.00
probe drilling to the
Intake Tunnel heading
Additional
Mobilization for
AA-7 1 EA probe drilling to the $8,000.00 $8,000.00
Transmission Tunnel
heading
Additional probe
AA-8 440 J drilling in the Intake $68.00 $29,920.00
Tunnel
Additional probe
AA 9 220 LF drilling in the $68.00 $14,960.00
Transmission Tunnel
Page 7 of 10
Issued for Bid(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
Item
No. Quantity Unit Item Description Unit Price Amount
Additional tunnel
AA-10 1 Time& grouting inclusive of $400,000.00 $400,000.00
Materials the Intake and
Transmission Tunnels
Lake level flooding
AA-11 15 Days above Elevation 690,0 $50,000.00 $750,000.00
feet above mean sea
level
AA-12 59,600 Pounds 40%Sodium $1.50 $89,400.00
Permanganate
AA-13 51,000 Pounds
18.25-21.7S%Copper :1.50 $76,500.00
Sulfate Pentahydrate
AA-14 100,800 Pounds 10.0—12.S%Sodium $15,120.00
Hypochlorite
TOTAL ADDITIVE ALTERNATE AMOUNT $1,430,225.00
4.0 PAYMENT
§4.1 APPLICATIONS FOR PAYMENT
Subject to any applicable provisions set forth in other Contract Documents, each
Application for Payment shall be based on the most recent schedule of values ("Schedule
of Values") submitted by the CONTRACTOR in accordance with the Contract Documents,
The Schedule of Values shall allocate the entire Contract Price among the various portions
of the Work. The Schedule of Values shall be prepared in such form and supported by
such data to substantiate its accuracy as the ENGINEER and OWNER may require. The
Schedule of Values, as approved by the ENGINEER or OWNER, shall be used as a basis for
reviewing the CONTRACTOR's Applications for Payment. As the Work progresses the
Schedule of Values may be revised as the OWNER and ENGINEER, in their sole discretion,
may deem appropriate to reflect the sequencing of the Work and the values to be
assigned to each portion of the Work included in the Schedule of Values.
Page 8 of 10
Issued for Bio(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section 00500—Agreement
§4.1.1 Applications for Payment shall show the percentage of completion of each portion
of the Work as of the end of the period covered by the Application for Payment. Subject
to the provisions of the General Conditions, the CONTRACTOR shall prepare its
Application for Payment for a progress payment as of the last day of each calendar month
and submit it, with the required number of copies, to the Engineer for review. The total
value of work completed to date shall be based on the actual or estimated quantities of
Work completed and, if applicable, on the unit prices contained in the Agreement (or
approved schedule of values relating to lump sum bids)and adjusted by approved Change
Orders. The value of materials properly stored on the Site shall be based upon the
estimated quantities of such materials and the invoice prices. Copies of all invoices shall
be available for inspection by the ENGINEER.
§4.1.2 Subject to other provisions of the Contract Documents, the amount of each
progress payment shall be computed as follows:
.1 Take that portion of the Contract Price properly allocable to completed
Work as determined by multiplying the percentage completion of each
portion of the Work by the share of the Contract Price allocated to that
portion of the Work in the Schedule of Values, less retainage of Five
percent (5.00%). Pending final determination of cost to the OWNER of
changes in the Work, amounts not in dispute shall be included; j
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.2 Add that portion of the Contract Price properly allocable to materials and
equipment delivered and suitably stored at the site for subsequent
incorporation in the completed construction(or, if approved in advance by
the OWNER, suitably stored off the site at a location agreed upon in
writing), less retainage of Five percent (5.00%);
.3 Subtract the aggregate of previous payments made by the OWNER;and
.4 Subtract amounts, if any,for which the ENGINEER has withheld or nullified
an Application for Payment.
§ 4.1.3 The Contractor shall be responsible for the care and protection of all materials
and Work upon which payments have been made until final acceptance of such Work and
materials by the Owner. Such payments shall not constitute a waiver of the right of the
Owner to require the fulfillment of all terms of the Contract Documents and the delivery
of all improvements embraced in Contract Documents complete and satisfactory to the
Owner in all respects.
§4.1.4 Reduction or limitation of retainage, if any, shall be as follows: Reduction or
limitation of retainage shall be at the OWNER's sole discretion.
Page 9 of 10
Issued for Bid(Revised by AD-05)
BCRUA—Phase 2 Raw Water Delivery System Section OOS00—Agreement
§41.1.5 Except with the OWNER's prior approval, the CONTRACTOR shall not make
advance payments to suppliers for materials or equipment which have not been delivered
and stored at the site.
§ 4.2 FINAL PAYMENT
§ 4.2.1 Final payment, constituting the entire unpaid balance of the Contract Price,shall
be made by the OWNER to the CONTRACTOR when:
.1 the CONTRACTOR has fully performed its obligations under the Contract
Documents, except for the CONTRACTOR's responsibility to correct Work
as provided in the General Conditions, and to satisfy other requirements,
if any,which extend beyond Final Payment; and
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.2 a letterof Final Acceptance has been issued bythe ENGINEER and accepted
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by the OWNER.
.3 CONTRACTOR has satisfied all of the conditions to receipt of Final
Payment as set forth in the General Conditions.
§4.2.2 The OWNER's final payment to the CONTRACTOR shall be made no later than 30
days after the Work has been completed and accepted by the OWNER, in writing,
following the issuance of the ENGINEER's final Certificate for Payment:
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This Agreement is entered into as of the day and year written above ("The Date of Execution"
or"Effective Date of the Agreement"):
OWNER CONTRACTOR
BRUSHY CREEK REGIONAL UTIL.TY AUTHORITY THAL.LE/SAK J INT VENTURE
By: By: —_ -
.. rrephen E. Kohler
Name: StEK
N� �e1 ,r� Name: _
Title: iDCFL0c ;rd IR-C, Title: President and COO
Page 10 of 10
Issued for Bid(Revised by AD-05)
Bond No.K41565822-Fedeml Insurance Company
Bond No.016215400-LibeMutual Insurance Company
e ers
Bond No.107841402-TrovCasualty and Surely Company of America
BCRUA--Phase 2 Raw Water Delivery System Section 00610—Performance Bond
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:
That we, Thalle/SAK Joint Venture, as Principal herein, and Federal Insurance Company,
Liberty Mutual Insurance Company, and Travelers Casualty and Surety Company of America,
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corporations organized and existing under the laws of the State of Indiana, Massachusetts
and Connecticut and who are authorized and admitted to issue surety bonds in the State of
Texas, as surety, are held and firmly bound unto the Brushy Creek Regional Utility Authority,
Texas, a local government corporation with its principal location of 221 E. Main St., Round
1
Rock, Texas, Williamson County, Obligee herein, in the sum of two hundred twenty-four
million seven hundred eighty-six thousand eight hundred thirty-five Dollars and no cents
($224,786,835,00)for the payment of which penal sum shall not be less than 100 percent of the
contract price of the Phase 2 Raw Water Delivery System Project and we bind ourselves, our
heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these
presents.
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WHEREAS, Principal has entered into a certain written contract with the Obligee dated
thesth day of dune 2022 , herein referred to as "the Contract" and incorporated
herein and made a part hereof for all purposes, for the construction of the following project:
Phase 2 Raw Water Delivery System,
NOW, THEREFORE, the condition of this obligation is such, if the said Principal shall
faithfully perform the work in accordance with the approved plans, specifications, and other
Contract Documents, and in accordance with sound construction principles and practices and
shall fully indemnify and hold harmless the Obligee from all costs and damages which Obligee
may suffer by reason of Principal's failure to perform the Work In conformity with the Contract
Documents, and reimburse and repay Obligee for all outlay and expense that Obligee may
Incur in making good such default,then this obligation shall be void; otherwise,to remain in full
force and effect, Whenever Thal le/SAK Joint Venture ("Contractor") shall be declared by
Obligee to be in default under the Contract, the Surety shall, upon request of Obligee and
within seven (7) calendar days from receipt of Obligee's notice of Contractor's default,
commence and thereafter complete performance of Contractor's obligations under the
Contract, This Bond covers all contractual obligations of Contractor under the Contract,
including, without limitation, the Page 1of3
Issued for Bid
BCRUA—Phase 2 Raw Water Delivery System Section 00610—Performance Bond
indemnity, warranty and guaranty obligations and shall extend for one (1) year from the date of
approval by the Obligee, The Surety stipulates and agrees that no change, extension of time,
alteration,omission,addition orother modification to the terms of any of the Contract will affect
its obligations on this bond, and it hereby waives notice of any such changes, extensions of time,
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alterations, omissions, additions, or other modifications, to the Contract or to related
subcontracts,purchase orders or other obligations, and any notices provided in such regard shall
not create as to any party a duty related thereto. The penal limit of this bond shall automatically
be increased by the amount of any change order,supplemental agreement or amendment which
v
increases the price of the Contract.
PROVIDED, HOWEVER, that this bond is executed pursuant to Chapter 2253 of the Texas
Government Code, as amended, and Texas Water Code Section 17,183, as amended, and all
rights and liabilities on this bond shall be determined in accordance with the provisions of such
statute, to the same extent as if it were copied at length herein. All notices shall be delivered in
writing to the addresses shown below or to addresses provided in the Contract Documents,
IN WITNESS WHEREOF, the duly authorized representatives of the Principal and the
Surety have executed this instrument.
SIGNED and SEALED this 6th day of dune 2022 I
The date of bond shall not be prior to date of Contract.
Thalle/SAK Joint Venture
PRINCIPAL
ATTEST: By: r-
—A �
7�� e: ter K. Tully
(Principa ) secretary Ideww, I� �uLL�t
Title: Managing Member
(S E A L) Address: 900 NC Highway 86 North _
f f Hillsborough NC 27278
� t
Witness as to Principal CAaaLP, Q,qc�o,� Telephone Number: 817-435-9962
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Page 2 of 3
Issued for Bid
BCRUA—Phase 2 Raw Water Delivery System Section 00610—Performance bond
Federal Insurance Company
Liberty Mutual Insurance Company
Travelers Casualt and Surety Company of America
SUI T
ATTEST: ' _
Name, Krystal L. Stravato, Attorney-In-Fact
Secretary Attorney in Fact
Wiilliam'A Drayton Jr.,witness as to Surely
(S E A L) Address: 2028 Hall's Mill Road, Mllehwse Station,NJ 08889
175 Berkeley Street,Boston,MA 02116 i
One Traver Square Hallortl CT 06183
ham`' -Y"'•'' �� (2 16 640-1000
Witnes'as
t rety Telephone Number: 4M 277-0511
`86017-0itt
Jaclyn Thomas,ti, as to Surety
An original copy of Power of Attorney shall be attached to Bond by the Attorney-in-Fact.
Approved as to Form:
Brushy Creek Regional Utility Authority
221 E. Main St.
Round Rock, Texas 78664
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By.-- I
Title: _
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Date:
(
Page 3 of 3
Issued for Bid ',.
ACKNOWLEDGEMENT OF CONTRACTOR• IF A CORPORATION
STATE OF NEW YORK
COUNTY OF QUEENS
ON THE 66 DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Peter K.Tully TO BE KNOWN,WHO, BEING
BY ME DULY SWORN, DID DEPOSE AND SAY; THAT (S)HE IS THE Managing Member OF Thalle/SAK Joint VentureV THE CORPORATION THAT
EXECUTED THE FOREGOING INSTRUMENT,AND ACKNOWLEDGED TOME 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.
,I
Notary Public /
CAROL R. GORDON
ACKNOWLEDGEMENT OF SURETY COMPANY Notary Public, State of New York '..
No.01 G04680187
STATE OF New Jersev Qualified In Queens County
COUNTY OF Moms Commission Expires April 30,20 26,
ON THE 66 DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Krystal L Stravato 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 FCRECOING
INSTRUMENT,AND ACKNOWLEDGED TO ME THAT SUCH CORPORATION EXECUTED THE SAME.
IN WITNESS WHEREOF,I HAVE HEREUNTO SET MY HAND AND AFFIXED MY OFFICIAL SE"T MY OFFICE IN THE ABOVE COUNTY,THE DAY AND
YEAR WRITTEN ABOVE, yJ"
of a.IJames-Browne
No ublic Notary Pubiio
Stale of New Jet yb6r 19'2026
ACKNOWLEDGEMENT Of SURETY COMPANY
My epmmiselon e> 08 eep
STATE OF New Jersev
COUNTY OF Monis
ON THE 60 DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Krystal L.Stave lo 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 Comoanv, 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,CATOFICE IN THE ABOVE COUNTY,THE DAY AND
YEAR WRITTEN ABOVE.
Nola Pubic -- Seedy S.James-Browne.
N Notary PUb110
ACKNOWLEDGEMENT OF SURETY COMPANY State of New Jersey
My oommlaeion expires Septembor 16,2026
STATE OF New Jersev
COUNTY OF Morris
ON THE 6e DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Krystal L.SUavalo TO ME KNOWN,WHO BEING BY ME DULY SWORN,DID
DEPOSE AND SAY; THAT (S)HE IS THE ATTORNEY-IN-FACT OF Travelers Casualty and Surety Company of America, 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.
Notary* —..., Sandy 8.Jsmes-Browne
Notary Public,
State of New Jersey
My oommisalon expires September 10,2020
CHUBET
Power of Attorney
Federal Insurance Company I Vigilant Insurance Company I Pacific Indemnity Company
Westchester Fire Insurance Company(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,WESTCHESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANY corporations of the Commonwealth of Pennsylvania,
do each hereby Constitute and appoint Thomas MacDonald, Marisol Mofca, Edward Reilly, Krystal L. Stravato, Jaclyn Thomas and Kevin T. Walsh Jr.
of Whippany,New Jersey;Andrea E.Gorbert of Jericho,Newyork;Neil C.Donovan,and Gerard Leib of Berwyn,Pennsylvania-----------------------------
each as thelrtrue and lawful Attorney-In-Factto execute under such designation in their names and to affix their corporate seals to and deliver for and on their behalfas surety thereon
or otherwise,bonds and undertakings and other writings obligatory In the nature thereof(other than bail 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 6�day of April,2022.
�OfAs�s r-1^s�. 5\lnn eS 7&tv--tM
Dawn M.Chloros,As Aslant Secretary Stephen M.Haney,l'fee President
STATE OF NEW JERSEY
County of Hunterdon ss.
On this 6w day mApril,2022 before me,a Notary Public of New Jersey,personally came Dawn M.Chloros and Stephen M.Haney,to me known to be 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,the companies which executed the foregoing Power of Attorney,and the said Dawn M.Chloros 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 ACF.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 4p6 KATHERINE J.ADELMR
O.4 NOTARY PUBLIC OF NEW JERSEY
A1/8L10
Commtasbn Explree July 16,2024 NolaryPublle
EAI,
CERTIFICATION
Resolutions adopted by the Boards 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,recognizant.,contracts and other written commitments of the Company
entered Into In the ordinary course ofbusiness(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 Commitmh ct for and on behalfof the Company,under the seal
of the Company or otherwise.
(2) Each duly appointed attorney In-fact the Company is hereby authorized to execute any Written Commitment for and on behal faiths Company,under the seal of the Company or otherwise,
to the extent that such action Is authorized by the grant of powers provided for In such person's written appointment as such attorney-I.faco
(3) Each of the Chairman,the President and the Vice Presidents of the Company is hereby authorized,for and on behalfof the Company,to appoint in writing any person the attorneyin
fact of the Company with full power and authority to execute,for and an behalf ofthe Company,under the seal ofthe Companyor olhembe,sucloWritten Commitments cribs Company
as may be specified In such written appointment,which speeifiation may be by general type or class of Written Comm treents or by specincation of one or more particular WrAten
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 ofthe Company as are specified In such written
delegation,which specification may be by general type or class of 49ritten Commitments or by specification alone 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
facsim Its an such Written Commitment or written appointment or delegation.
FURTHER RESOLVED,that the foregoing Resolution shall not he deemed to bean exclusive statement ofthe powers and authority ofoRicers,employees and other persons to act for and on behalf ofthe
Company,and such Resolution shall not limit or otherwlse affect the exercise of any such power or authority otherwise validly granted or vested."
I,Dawn M.Chloros,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 certify that
(i) the foregoing Resolutions adopted by the Board ofDlrectors ofthe Companies are true,correctand in full force and effect,
(ii) the foregoing Power ofAttorney is true,correct and in full force and effect.
Given under my hand and seals of said Companies at Whitehouse Station,NL this June 61 2022
'TM"'3 tt�� Way Dawn\I.Chlww,Asshgan(Secrctat
IN THE EVENT YOU WISH TO VERIFY THE AUTHENTICITY OF THIS BOND OR NOTIFY US OF ANY OTHER MATTER,PLEASE CONTACT US AT:
Telephone 900)903-3493 Fax 900 903-3656 a-comm sore @chubbmm
Combined:FED-VIG.PI.WFIC-AAIC(rev.11-19)
This Power of Attorney limits the acts of those named herein,and they have no authorityto
bind the Company except In the manner and to the extent herein stated.
Liber Liberty Mutual Insurance Company
Mutug® The Ohio Casualty Insurance Company Certificate No:8207604.985316
SURETY
West American Insurance Company
POWER OF ATTORNEY
KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire,that
Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West Amedran Insurance Company is a corporation duly organized
under the laws of the State of Indiana(herein collectively called the"Companies'),pursuant to and by authodly herein set forth,does hereby name,constitute and appoint, Edward
Reilly;Jaclyn Thomas;Kevin T.Walsh,Jr.;Krystal L.Stravato;Marisol Mojica;Michael Marino;Thomas MacDonald
all of the city of Whippany state 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 surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations.In pursuance
of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper
persons.
IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed
thereto this 6th day of April , 2022 .
Q) �Yj rolPi Hi�o/`o14AIn9NC°NOS1UWU29�H,oqdy°amOn
°ue°�PsI°,�o1NY«9APMOI1NP�9e3arp�day°m
Liberty Mutual Insurance Company
The Ohio Casualty Insurance Comp
a
ny
West American Insurance Company
a)
C00 U
By:
_ David M.Carey,Assistant Secretary zs
ro Slate of PENNSYLVANIA
v 0. County of MONTGOMERY ss o E
w On this 6th day ofApril 2022 before me personally appeared David M.Carey,who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance
m Company,The Ohio Casualty Company,and West American Insurance Company,and that he,as such,being authorized so to do,execute the foregoing insWment for the purposes c
therein contained by signing on behalf of the corporations by himself as a duly authorized officer. >@)
—v 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,
an a PAs
� `' �i5 T�, CommonwealN of Penns Ivanla
0 Q, eV00lVF ( y Notary Seal
wO �0 oos ¢sy y Teresa Peslelle couptyubfe
OwpP Montgomery County E
m My wmmisswn exphes March 29,2025 By: ��,�t�r-� O et
Q)++ SV1.VatVo-G Membet,PeleyNanlanumber
c Arron of NOlaAe9
ola ry < `
` n; eresa Paslella,NPublic Q o
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t::w 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 Mutual 3
c Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: 0 m
ARTICLE IV-OFFICERS:Section 12.Power of Attorney. co
0 m 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 a
President may prescribe,shall appoint such attorneys-In-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety CD—
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 attomay,shall-o 2
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 o m
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 allomey-tn-fact under the s m
provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority, e'
li a
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 attomeys-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 attomeys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the
Company by their signature and execution of any such Instruments and to attach thereto the seal of the Company.When so 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,authorizes David M.Carey,Assistant Secretary to appoint such attomeys-in-
fact as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bands,recognizances 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 assistant 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 Companywilh
the same force and effect as though manually affixed.
I, Renee C.Llewellyn,the undersigned,Assistant Secretary,The Ohio Casualty Insurance Company,Liberty Mutual Insurance Company,and West American Insurance Company do
hereby cedily that the original power of attorney of which the foregoing Is a full,We and correct copy of the Power of Attorney 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 6th day of June 2022 .
Px,INSU�
000(
1NSUHqj °°avo�ro'4�,moMoxgrwyc+uto3 m� 1912 � ° 1991 obp+H9 Acx°'•aria xM°IANA yap 6y.Renee C.Llewellyn,Assistant Secretary
LMS-02873 LM 10 000 WAIC Mulll Co 02121
1 •
Travelers Casualty and Surety Company of America
Travelers Casualty and Surety Company
TRAVELERS J St. Paul Fire and Marine Insurance Company
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That Travelers Casualty and Surety Company of America, Travelers Casualty and Surety Company, and
St. Paul Fire and Marine Insurance Company are corporations duly organized under the laws of the Slate of Connecticut (herein
collectively called the"Companies"),and that the Companies do hereby make,constitute and appoint Krystal L.Stravato of
WHIPPANY I , their true and lawful Attorney(s)-In-Fact to sign, execute, seal and
acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of
the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or
guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law.
IN WITNESS WHEREOF,the Companies have caused this Instrument to be signed,and their corporate seals to be hereto affixed,this 21st day of April,
2021. 00;4
State of Connecticut
By:
City of Hartford as. Robert L.Rane , enlor Vice President
On this the 21st day of April, 2021, before me personally appeared Robert L. Raney, who acknowledged himself to be the Senior
Vice President of each of the Companies, and that he, as such, being authorized so to do, executed the foregoing instrument for the
purposes therein contained by signing on behalf of said Companies by himself as a duly authorized officer.
IN WITNESS WHEREOF,1 hereunto set my hand and official seal.
ctio�
My Commission expires the 30th day of June,2026 Anna P.Nowik,Notary Public
This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of each of
the Companies,which resolutions are now in full force and effect,reading as follows:
RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice
President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint
Attorneys-in-Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority
may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings
obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may
remove any such appointee and revoke the power given him or her;and it is
FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or
any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided
that each such delegation Is in writing and a copy thereof is filed In the office of the Secretary;and it is
FURTHER RESOLVED, that any bond, recognizance, contract of Indemnity, or writing obligatory in the nature of a bond, recognizance,
or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive
Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the
Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary;
or (b) duly executed (under seal, if required) by one or more Attorneys-in-Fact and Agents pursuant to the power prescribed in his or her
certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority;and it is
FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President,
any Vice President, any Assistant Vice President, any Secretary,any Assistant Secretary, and the seat of the Company may be affixed by facsimile to
any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys-in-
Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such Power of
Attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed
and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or
understanding to which it is attached.
I, Kevin E. Hughes, the undersigned, Assistant Secretary of each of the Companies, do hereby certify that the above and foregoing Is a
true and correct copy of the Power of Attorney executed by said Companies,which remains in full force and effect.
Dated this 6th day of June ,
2022
Vw iwpr '�n�rr aho 4 f
Xmi �
s rasa
m Kevin E.Hughes,Assi tant Secretary
To verify the authenticity of this Power of Attorney,please sail us at 1-800-421-3880.
Please refer to the above-named Attorney(s)-in-Fad and the details of the bond to which this Powerof Attorney/s attached.
FEDERAL INSURANCE COMPANY
STATEMENT OF ASSETS,LIABILITIES AND SURPLUS TO POLICYHOLDERS
Statutory Basis
Decombor 31,2021
On thousands)
LIASILITIESAND
ASSETS SURPLUS TO POLICYHOLDERS
Cash and Shod Term Investments S (567,306) Outstanding Losses and Lone Expenses ; 8,701,383
United Stales GovemmenL State Reinsurance Payable on Losses and Expenses 1,484,198
and Municipal Bonds 4,274,534 Unearned Premiums 2,400,711
Other Bonds 5,994,873 Ceded Reinsurance Premiums Payable $89,332
Stocks 676,588 Other Uabll!U" 498.472
Other Invested Assets 1.647.712
TOTAL INVESTMENTS 12.022.201 TOTAL LIABILITIES 13.451.094
Investments In Affiliates; Capital Stock 20,980
Great Northam ins.Co. 414,638 Pald-In Surplus 2,711,474
Vigilant Ins.Co. 354,898 Unassigned Funds 1.903.622
Chubb Indemnity Ins.Co. 163,242
Chubb National Ina,Co. 190,801 SURPLUS TO POLICYHOLDERS 4.835,978
OtherABillates 116,373
Premiums Receivable 1,728,853
Other Assets 3,078.488
TOTAL LIABILITIES AND
TOTAL ADMITTED ASSETS i18.087,070 SURPLUS ;1&087.070
Investments are valued In accordance With requirements of the National Association of Insurance Commissioners,At December 31,2021,
Investments With a mnyln9 value of$509,085,102 ware deposited with government authorities as required by law.
STATE OF PENNSYLVANIA
COUNTY OF PHILADELPHIA
John Taylor,being duty swom,says that he is Senior Vice President of Federal Insurance Company and that to the best of his knowledge
and belief the foregoingisAa true and coned statement of the said Company's financial condition as of 81e 31 at day of December,2021.
Swom before IY1arr✓h Iln ?A2'L
enlor res ant
Notary PUNK KV oomminion expires
Commonwealth of Pennsylvania•Notary Seal
Jaime L.Yates,Notary Public
Philadelphia County
My commission expires Seale 1Mber 19,2023
Commission number 1357070
Member,Pennsylvania Association of Notaries
2, L1bePty LIBERTY MUTUAL INSURANCE COMPANY
Mutual® 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
*OtherBonds............................................................ 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,Tares 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
Special Surplus Funds................. $178,192,363
Other Admitted Assets............................................ 14,076,622,575
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................................ fi5.530945.40
p�1N5Uq�
,1J ,ORPO,g1!'I'(R,
* Bonds are stated at amortized or investment value;Stocks at Association Market Values.
r 1912 $ The foregoing financial information is taken from Liberty Mutual Insurance Company's financial
statement filed With the state of Massachusetts Department of Insurance.
1, 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 81h day of
March,2022.
Assistant Secretory
S-1262LMIC/a 3/22
TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA
HARTFORD,CONNECTICUT 06183
FINANCIAL STATEMENT AS OF DECEMBER 31,2021
CAPITAL STOCK$6,480,000
i
ASSETS LIABILITIES 8 SURPLUS
BONDS $ 4,427,068,873 LOSSES $ 1,224,268,147
STOCKS 90,892,063 LOSS ADJUSTMENT EXPENSES 187,266,812
CASH AND INVESTED CASH 3,976,300 COMMISSIONS 49,977,644
OTHER INVESTED ASSETS 4,809,133 OTHER EXPENSES 46,607,690
SECURITIES LENDING REINVESTED COLLATERAL ASSETS 7,433,088 TAXES,LICENSES AND FEES 16,656,026
INVESTMENT INCOME DUE AND ACCRUED 37,877,324 CURRENT FEDERAL AND FOREIGN INCOME TAXES 1,972,277
PREMIUM BALANCES 294,081,729 UNEARNED PREMIUMS 1,212,347,629
REINSURANCE RECOVERABLE 70,677,846 ADVANCE PREMIUM 1,024,313
NET DEFERRED TAX ASSET 60,156,860 POLICYHOLDER DIVIDENDS 14,258,062
OTHER ASSETS 3,286,703 CEDED REINSURANCE NET PREMIUMS PAYABLE 47,473,819
AMOUNTS WITHHELD I RETAINED BY COMPANY FOR OTHERS 42,097,038
REMITTANCES AND ITEMS NOT ALLOCATED 10,679,440
PROVISION FOR REINSURANCE 6,873,132
PAYABLE TO PARENT,SUBSIDIARIES AND AFFILIATES 40,373,235
PAYABLE FOR SECURITIES LENDING 7,433,086
ESCHEAT LIABILITY 637,132
RETROACTIVE REINSURANCE RESERVE ASSUMED 616,092
OTHER ACCRUED EXPENSES AND LIABILITIES 250,006
TOTAL LIABILITIES $ 2,881,596,277
CAPRALSTOCK $ 6,480,000
PAID IN SURPLUS 433,803,760
OTHER SURPLUS 1,678,177.678
TOTAL SURPLUS TO POLICYHOLDERS $ 2,118,461,638
TOTAL ASSETS $ 5,000,059,815 TOTAL LIABILITIES$SURPLUS $ 6,000,059,915
I
STATE OF CONNECTICUT )
COUNTY OF HARTFORD )SS. j
CITY OF HARTFORD )
MICHAEL J.DOODY.BEING DULY SWORN,SAYS THAT HE IS VICE PRESIDENT-FINANCE,OF TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA,
AND THAT TO THE BEST OF HIS KNOWLEDGE AND BELIEF,THE FOREGOING IS A TRUE AND CORRECT STATEMENT OF THE FINANCIAL CONDITION OF SAID
i
COMPANY AS OF THE 31ST DAY OF DECEMBER,2021. j
1
ae
VICE PRESIDENT-kPIANCE !
��.�. :�S 6:--w ..
SUBSCRIBED AND SWORN TO BEFORE ME THIS NOTARY PUBLIC
17TH DAY OF MARCH,2022
SUSAN M.WEISSLEDFR
Nolmy Public
A4y Commission EsNovember plres Nober 30,2075
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i
Bond No.K41 6e5822-Federal Insurance Company
Bond No.015215400-Liberty Mutual Insurance Company
Bond No.10784 7 402-Treva ars Casualty and Surety Company of America
BCRUA—Phase 2 flaw Water Delivery System Section 00620—Payment Bond
PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS:
That we, Thalle/SAK Joint Venture as Principal herein, and Federal Insurance Company,
Liberty Mutual Insurance Company, and Travelers Casualty and Surety Company of America,
corporations organized and existing under the laws of the State of Indiana,Massachusetts and
Connecticut and who are authorized and admitted to issue surety bonds in the State of Texas,
as surety, are held and firmly bound unto the Brushy Creek Regional Utility Authority, Texas, a
local government corporation with its principal location of 221 E.Main St., Round Rock,Texas,
Williamson County, Obligee herein, in the sum of two hundred twenty-four million seven
hundred eighty-six thousand eight hundred thirty-five Dollars and no cents ($224,786,835.00)
for the payment of which penal sum shall be not less than 100 percent of the contract price of
the Phase 2 Raw Water Delivery System Project and we bind ourselves, our heirs, executors,
administrators,successors and assigns,jointly and severally,firmly by these presents:
I
WHEREAS, Principal has entered into a certain written contract with the Obligee dated f
the stn day of June , 2022 , which contract is hereby referred to herein as "the
I
Contract" and is incorporated herein to the same extent as if copied at length, for the following
project: Phase 2 Raw Water Delivery System Project,
NOW, THEREFORE, the condition of this obligation is such, that if the said Principal shall
directly or indirectly timely make payment to each and every claimant (as defined in Chapter
2253, Texas Government Code, as amended) supplying labor or materials in the prosecution of
the work under the Contract, then this obligation shall be void; otherwise, to remain in full force
and effect. This obligation may be enforced by the Obligee in the event of bankruptcy or default
by Principal in payments to suppliers of labor or materials in the prosecution of the work under
the Contract,in either of which events the Suretyshall make such payments as Principal has failed
to pay and as may be required to complete the work under the contract. The Surety stipulates
and agrees that no change, extension of time,alteration, omission,addition orother modification
to the terms of the Contract will affect its obligations on this bond, and it hereby waives notice
of any such changes, extensions of time, alterations, omissions, additions,or other modifications,
Page 1 of 3
Issued for Bid
SCRUA—Phase 2 Raw Water Delivery System Section 00620—Payment Bond
to the Contract or to related subcontracts, purchase orders or other obligations, and any notices i
provided in such regard shall not create as to any party a duty related thereto.
PROVIDED, HOWEVER, that this bond is executed pursuant to Chapter 2253 of the Texas
Government Code, as amended, and Texas Water Code Section 17.183, as amended, and all i
rights and liabilities on this bond shall be determined in accordance with the provisions of said '
statute,to the same extent as if it were copied at length herein. All notices shall be delivered in
writing to the addresses shown below or to addresses provided in the Contract Documents.
IN WITNESS WHEREOF, the duly authorized representatives of the Principal and the
Surety have executed this instrument.
SIGNED and SEALED this 6th day of June _' 2022 .
The date of bond shall not be prior to date of Contract.
Thalle/SAK Joint Venture
PRINCIPAL
ATTEST: By:_
.eter K Tully
(Principal) Secretary
Q /
Title: Managing Member
(S E A L) Address: 900 NC Highway 86 North
} Hillsborough, NC 27278 l
{
Witness as 'CA QoL 12K"x,,���
Telephone Number: 817-435-9962
I
I
Page 2 of 3
Issued for Bid
BCRUA—Phase 2 Raw Water Delivery System Section 00620—Payment Bond
Federal Insurance Company
Liberty Mutual Insurance Company
Travelers Casualty and Surety Company of America
SURETY, ,
ATTEST: By �f °f ,' J
7r�°,��'�'- 2-" ,% �, Name: Krystal L. Stravato Attorney-In-Fact
Secretary� � Attorney in Fact
William A Drayton Jr.,Witness as to Surety
(S E A L) Address: 2028 Hairs Mill Road, Whitehouse Station,NJ 08889
176 Berkeley Street,Boston,MA 02116
One Tower Square, Hartford, CT 06183
a
215 640-1000
Witness a to urety Telephone Number:js60�zi p 11
Jaclyn Thomas, Itness as to Surety
An original copy of Power of Attorney shall be attached to Bond by the Attorney-in-Fact.
Approved as to Form:
Brushy Creek Regional Utility Authority
221 E, Main St,
Round Rock, Texas 78664 J
By:
Title:
l
Date:
i
I
i
Page 3 of 3
Issued for Bid '',
ACKNOWLEDGEMENT OF CONTRACTOR- IF A CORPORATION
STATE OF NEW YORK
COUNTY OF QUEENS
ON THE 6"DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Peter K.Tully TO BE KNOWN,WHO, BEING
BY ME DULY SWORN, DID DEPOSE AND SAY; THAT (S)HE IS THE Managing Member OF ThallelSAK Joint VenlureV 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.
Notary Publig
ACKNOWLEDGEMENT OF SURETY COMPANY CAROL R. GORDON
Notary Public, State of New York
STATE OF New Jersey No.01 G04680167
COUNTY OF Morris Qualified In Queens County ,
Commission Expires April 30, 20: {r�
ON THE 6' DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Krystal L.Slravato TO ME KNOWN,WHO BEING BY ME DULY SWORN, DID
DEPOSE AND SAY;THAT(S)HE IS THE ATTORNEY-IN-FACT OF Federal Insurance Comoanv,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 BE ,AT MY OFFICE IN THE ABOVE COUNTY,THE DAY AND
YEAR WRITTEN ABOVE.
Sandy 3,Jdmea-Browne
Jotary# blic Notary Pubno
state of New Jersey
ACKNOWLEDGEMENT OF SURETY COMPANY My commission expires September 19,202(1,'
STATE OF New Jersey
COUNTY OF Morris
ON THE 6e DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Krystal L.Stravato 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 VAL,AT MY OFFICE IN THE ABOVE COUNTY,THE DAY AND
YEAR WRITTEN ABOVE. `"ti
Sandy S.Jemes-Brovme
No ry_blic Notary Public
ACKNOWLEDGEMENT OF SURETY COMPANY State of New Jersey
My commission expIms September 19,2026
STATE OF New Jersey
COUNTY OF Morris
ON THE 60 DAY OF June,2022 BEFORE ME PERSONALLY APPEARED Krystal L.SUavato TO ME KNOWN,WHO BEING BY ME DULY SWORN,DID
DEPOSE AND SAY; THAT (S)HE IS THE ATTORNEY-IN-FACT OF Travelers Casualty and Surety Company of America, 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, FFIC IN THE ABOVE COUNTY,THE DAY ANDS.
YEAR WRITTEN ABOVE.
Notary PA c Sandy S.James-Broome
Notary Public
State of Now JerssY
My commission expires Septomber 19,2026
H U
Power of Attorney
Federal Insurance Company I Vigilant Insurance Company I Pacific Indemnity Company
Westchester Fire Insurance Company(ACE American Insurance Company
Knew All by These Presents,that FEDERAL INSURANCE COMPANY,an Indiana corporation,VIGILANT INSURANCE COMPANY,a New York corporation,PACIFIC INDEMNITY
COMPANY,a Wisconsin corporation,WESTCHESTER FIRE INSURANCE COMPANY and ACE AMERICAN INSURANCE COMPANYcorporatlons 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-Factto execute under such designation in their names and to affix their corporate seals to and deliver for and on their behalfas 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 6m day of April,2022,
shin M.ChJcros ASA GjIHSttrctary Slcphcn\I.Raney,VICE,Frcafdent
STATE OF NEW JERSEY
County of Hunterdon 35.
On this 6n- day of April,2022 before me,a Notary Public of New Jersey,personally came Dawn M,Chloros and Stephen M.Haney,to me known to be 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,the companies which executed the foregoing Power of Attorney,and the said Dawn M.Chloros 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 Sealrip R
KATHERINE J.AOEL A
OTAgy� NOTARY PUBLIC OF Navy JERBEY
PUBUO No.2318888
y� Commlaafon E Pbzm,July 16,2029 Rmarypuhlie
MJEfl9�
CERTIFICATION
Resolutions adopted by the Boards 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,rerognizanres,contracts and other written commitments of the Company
entered Into In the ordinary course offficho ss(each a Written CammitmenP):
(1) Each of the Chairman.the President and the Viet Presidents of the Company is hereby authorized to execute any Written Commitment for and on behalf of the Company,under the seal
ofthe Company or Otherwise.
(z) Each duly appointed attorney-in-fact of the Company is hereby authorized to execute any Written Commitment for and on behalf of the Company,under the seal of the Company or otherwise,
to the extent that such action is authorized by the grant of powers provided for In such person's written appointment as such anorney-in-fact.
(3) Each of the Chairman,the President and the Vim Presidents of the Company is hereby authorized,for and oa behalf affic Company,to appoint In writing any person the aUmneydm
fact of the Company with full power and authority to execute,for and on behalfof the Company,under the seal of the Company or Otherwise,such Written Commitments of the Company
as may be spetl0ed in such written appointment,which spetlReanon may be by general type or class of Written Commitments or by speelOcatlan of one or more particular Written
Commitments.
(9) Each of the Chairman, the President and the Vim Presidents of the Company is hereby authorized,for and on behalf ofthe 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 speel0ed In such wrinen
delegation,which specification may be by general type or class of Written Commlterents or by SPCCU cation ofane or more particular Written Commitments.
(5) The signature of any officer or other person exeruting any Written Commitment or appointment r delegation pursuant to this Resolution,and the seal of the Company,may be affixed by
facsimile on such Written Commitment or written appointment or delegatue.
FURTHER RESOLVED,that the foregoing Resolution shall not be deemed to bean exclusive statement of the powers and authority of ofucers,employees and other persons toad for and on behalf of
Company,and such Resolution shall not limit or otherwise affect the exercise ofany such power or authority otherwise validly granted or vested"
1,Dawn M.Chloros,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 certify that
(1) the foregoing Resolutions adopted by the Board of Directors ofthe Companies are true,correctand in full force and effect,
(ii) the foregoing PowerofAttorney is true,correctand in full force and effect.
Given under myhand and seals ofsaid Companies at Whitehouse Station,NJ,this June 6, 2022
OUR
roc rs�. esti t. es
04. -- Dtwn1\Lffid(w s,A Nlanl Sarctary
IN THE EVENTYOU WISH TO VERIFY THE AUTHENTICITY OF THIS BOND OR NOTIFY US OF ANY OTHER MATTER,PLEASE CONTACT US AT:
Telephone 908 903.3493 Pax(9001903-3656 e.mali:sure selobbcon-
Combined:FED-VIG-P1-wFK3-AAIC(rev.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 the extent herein stated. '..
Liberty Liberty Mutual Insurance Company
Mutual The Ohio Casualty Insurance Company Certificate No:8207604.986316
SURETY West American Insurance Company
POWER OF ATTORNEY
KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire,that
Liberty Mutual Insurance Company is a corporation duly organized under the laws of the Stale of Massachusetts,and West American Insurance Company is a corporation duly organized
under the laws of the State of Indiana(herein collectively called the"Companies"),pursuant to and by authority herein set forth,does hereby name,constitute and appoint, Edward
Reilly Jaclyn Thomas;Kevin T.Walsh,Jr.;Krystal L.Slravato;Marisol Mojica;Michael Marino;Thomas MacDonald
all of the city of Whippany state of NJ each Individually if there be more than one named,its We and lawful attorney-in-fact to make,
execute,seal,acknowledge and deliver,for and on its behalf as surety and as Its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance
of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper
persons.
IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed
thereto this 6th day of April 2022
Liberty Mutual Insurance Company
P�INsuy� P�qY IMs� aWsugq The Ohio Casualty Insurance Company
Mp 4oaroryr y� h,ooavoggr'Pgy CP oRvogrr 2� West American Insurance Company
a + eo In •* neo � + 6m
1912 0 1919 s 1991
Y;9B -r 'y Z eW O 6 O W E
Q) d� a�CHUS ,aD OXAMP9H da� Ys rN01ARA .as� U
gy' 417� �m
m David M.Carey,Assistant Secretary ca
" m State of PENNSYLVANIA
County of MONTGOMERY ss o E
On this 6th day of April 2022 before me personally appeared David M.Carey,who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance s
m Company,The Ohio Casually Company,and West American Insurance Company,and that he,as such,being authorized so to do,execute the foregoing instrument for the purposes
ami therein contained by signing on behalf of the corporations by himself as a duly authorized officer. W
--o 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.
c•— CL
m y� p4sr ao
O s' Q�U�pxwpt F( CgnmaTaleshof Pennsylvania-Notary Seal
Myr eev <Ay f9 TaraM Montgomery
Notary PuOfic � N'E
~O nF Montnemery Canty o cs
❑ My commission expires nu,la March20,2025 By: IM& N
OQ Commission numradre 6W4
0j.. 20 nSvNa°��O Membep PemsylvanlaAswala5on ofNolaaes erase Pastalla,Notary Public Q o
lAkY P� 7
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 Mutual 3 m
c Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: 1i M
Q) ARTICLE IV—OFFICERS:Section 12.Power of Attorney. cO
o m 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
President may prescribe,shall appoint such attomeys-in-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety r°
> �c
any and all undertakings,bonds,recognizances and other surety obligations.Such attomeys-in-fact,subject to the limitations set forth in their respective powers of attorney,shall a '�
t 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 o m
0 instruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney-in-fact under the
provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. o
Lr.n
ARTICLE XIII—Execution of Contracts:Section 5.Surety Bonds and Undertakings.
Any officer of the Company authorized for that purpose in wriling by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe,
shall appoint such attomeys-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 attomeys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the
Company by their signature and execution of any such instruments and to attach thereto the seat 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,authorizes David M.Carey,Assistant Secretary to appoint such attomeys-in-
facl as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety
obligations.
Authorization—By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant 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 force and effect as though manually affixed.
I,Renee C.Llewellyn,the undersigned Assistant Secretary,The Ohio Casually Insurance Company,Liberty Mutual Insurance Company,and West American Insurance Company do
hereby certify that the original power of attorney of which the foregoing Is a full,We and correct copy of the Power of Attorney 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 6th day of June 2022
PV INSV/Z9 PITY IMSV,p �\NSUg4
J p0.P0Rq 2 J ORPOgq '�y P aP0 y
>�V, r��o ti�c r m u4 0o R1rm c+ '��s,,l
J3 oat ex � O 3 ern
1912 oi1919� o a 1991 0
Yd vs�eaHF 0 do HggNPe*�yD� rs��ox�ada; By Renee C.Llewellyn,Assistant Secretary
LMS-12873 LMIC OCIC WAIC Muld Co 02121
Travelers Casualty and Surety Company of America
Travelers Casualty and Surety Company
TRAVELERS J St. Paul Fire and Marine Insurance Company
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That Travelers Casually and Surety Company of America, Travelers Casualty and Surely Company, and
St. Paul Fire and Marine Insurance Company are corporations duly organized under the laws of the Slate of Connecticut (herein
collectively called the"Companies"),and that the Companies do hereby make,constitute and appoint Krystal L.Stravato of
WHIPPANY I , their true and lawful Attorney(s)-In-Fact to sign, execute, seal and
acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of
the Companies In their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or
guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law.
IN WITNESS WHEREOF,the Companies have caused this Instrument to be signed, and their corporate seals to be hereto affixed,this 21st day of April,
2021.
1W ibMAY
yy O• 09 ��v
OF I
q(OF
State of Connecticut
By:
City of Hartford ss. Robert L.RaneytSenior Vice President
On this the 21st day of April, 2021, before me personally appeared Robert L. Raney, who acknowledged himself to be the Senior
Vice President of each of the Companies, and that he, as such, being authorized so to do, executed the foregoing instrument for the
purposes therein contained by signing on behalf of said Companies by himself as a duly authorized officer.
NP IN WITNESS WHEREOF,I hereunto set my hand and official seal.
NeTnny a
My Commission expires the 30th day of June,2026 + wo
M110 ' Anna P.Nowik,Notary Public
Ab,"FoM�
This Power of Attorney Is granted under and by the authority of the following resolutions adopted by the Boards of Directors of each of
the Companies,which resolutions are now in full force and effect,reading as follows:
RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice
President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint
Attorneys-in-Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority
may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings
obligatory In the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may
remove any such appointee and revoke the power given him or her;and it is
FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or
any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided
that each such delegation is in writing and a copy thereof is Bled in the office of the Secretary;and it Is
FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance,
or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive
Vice President, any Senlor Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the
Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary;
or (b) duly executed (under seal, if required) by one or more Attorneys-In-Fact and Agents pursuant to the power prescribed In his or her
certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority;and it Is
FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President,
any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to
any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys-in-
Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such Power of
Attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed
and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company In the future with respect to any bond or
understanding to which it is attached.
I, Kevin E. Hughes, the undersigned, Assistant Secretary of each of the Companies, do hereby certify that the above and foregoing is a
true and correct copy of the Power of Attorney executed by said Companies,which remains In full force and effect.
Dated this 6th day of June ,2022
YY ANO
� M�CCaA O 11?ACOTFNONI.m',
s1 ' 9C4tCy�
Kevin E.Hughes,Assi Cant Secretary
To verlfy the authenticity of this Power of Attorney,please call us at 1-800-421-3880.
Please refer to the above-namedAttorney(s)-hr-Fact and the details of the bond to which this PowerofAttorney is attached.
FEDERAL INSURANCE COMPANY
STATEMENT OFASSET9,LIABILITIES AND SURPLUS TO POLICYHOLDERS
Statutory Basis
Decembor 31,2021
On thousands)
LIABILITIESAND
ASSETS SURPLUS TO POLICYHOLDERS
Cash and Short Term Investments $ (567,306) Outstanding Loma and Lose Expenses E 8,701,383
United States Government,State Reinsurance Payable on Losses and Expenses 1,484,198
and Municipal Bonds 4,271,534 Unearned Premiums 2,400,711
Other Bonds 5,994,673 Ceded Reinsurance Premiums Payable 388,332
Stocks 675,588 Other UabItiies 498.472
Other Invested Assets 1,647.712
TOTAL INVESTMENTS 12,022.201 TOTAL LIABILITIES 13,451,094
Investments in Affiliates: Capital Stock 20,980
Great Northam Ina.Co. 414,638 PaWn Surplus 2,711,474
Vlgllent ins.Co. 354,896 Unassigned Funds 1,903.622
Chubb Indemnity Ins.Co. 183,242
Chubb National Ins.Co. 100,001 SURPLUS TO POLICYHOLDERS _ 4.635,976
Other Af511ates 116,373
Premiums Receivable 1,726,853
Other Assets 3,078,488
TOTAL LIABILITIES AND
TOTAL ADMITTED ASSETS _$ 18,087.070 SURPLUS S18A87.070
Investments are valued In accordance with requirements of the National Association of Insurance Commissioners,At December 31,2021,
Investments with o carrying value of$509,085,182 were deposited with government authodtles as required by law.
STATE OF PENNSYLVANIA
COUNTY OF PHILADELPHIA
John Taylor,being duly swum,says that he Is Senior Vice President of Federal Insumnoe Company and that to the beat of his knowledge
and belief the foregoinglaAa true aand1 correct statement of the seld CompaWa financial condition as of the 31 st day of December,2021.
6wom before
Senior resident
Notary Pubird It commission expires
Commonwealth of Permsytvenla-Notary Seal
Jaime L.Yates,Notary Public
Philadelphia County
My commission expires Septafnber 19,2023
Commission number 1367070
Member.Pennsylvania Association of Notaries
Lib
ert�y7 LIBERTY MUTUAL INSURANCE COMPANY
Mutual® FINANCIAL STATEMENT—DECEMBER 31,2021
SURETY
Assets Liabilities
Cash and Bank Deposits......................................... $2,234,770,744 Unearned Premiums................................................ $9,106,965,847
*Bonds—U.SGovernment..................................... 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,Tares 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
Special Surplus Funds................. $178,192,363
Other Admitted Assets............................................ 14,076,622,575 Capital Stock............................... 10,000,075
Paid in Surplus............................ 11,804,736,755
Unassigned Surplus..................... 10,056,686,874
Total Admitted Assets.....................................Sfi5.530.745.401 Surplus to Policyholders.................................22,049,616,067
Total Liabilities and Surplus................................ fi5.530.745.40
�1JoM05�gH�n
6 * Bonds are stated at amortized or investment value;Stocks at Association Market Values.
' r9iz °s The foregoing financial information is taken from Liberty Mutual Insurance Company's financial
statement filed with the state of Massachusetts Department of Insurance.
sr F
s
1,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 811 day of
March,2022.
Assistant Secretary V
5-1262LMIC/a 3/22
TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA
HARTFORD,CONNECTICUT 08183
FINANCIAL STATEMENT AS OF DECEMBER 31,2021
CAPITAL STOCK$8,480,000
I
ASSETS LIABILITIES&SURPLUS
BONDS $ 4,427,088,873 LOSSES $ 1,224,258,147
STOCKS 90,89203 LOSS ADJUSTMENT EXPENSES 157,288,812
CASH AND INVESTED CASH 3,976,380 COMMISSIONS 49,077,644
OTHER INVESTED ASSETS 4,609,133 OTHER EXPENSES 46,607,690
SECURITIES LENDING REINVESTED COLLATERALASSETS 7,433,086 TAXES,LICENSES AND FEES 16,656,025
INVESTMENT INCOME DUE AND ACCRUED 37,877,324 CURRENT FEDERAL AND FOREIGN INCOME TAXES 1,972,277
PREMIUM BALANCES 294,001,729 UNEARNED PREMIUMS 1,212.347,629
REINSURANCE RECOVERABLE 70,877,846 ADVANCE PREMIUM 1,824,313
NET DEFERRED TAX ASSET 60,158,960 POLICYHOLDER DIVIDENDS 14,258,052
OTHERASSETS 3,288,703 CEDED REINSURANCE NET PREMIUMS PAYABLE 47,473,619
AMOUNTS WITHHELD/RETAINED BY COMPANY FOR OTHERS 42,097,038
REMITTANCES AND ITEMS NOT ALLOCATED 10,679,446
PROVISION FOR REINSURANCE 6,873,132
PAYABLE TO PARENT,SUBSIDIARIES AND AFFILIATES 40,373,236
PAYABLE FOR SECURITIES LENDING 7,433,086 '..
ESCHEAT LIABILITY 637,132
RETROACTIVE REINSURANCE RESERVE ASSUMED 816,092
OTHER ACCRUED EXPENSES AND LIABILITIES 250,005
TOTAL LIABILITIES $ 2,881,598,277
CAPITAL STOCK $ 0,480,000
PAID IN SURPLUS 433,803,760
OTHER SURPLUS 1,878,177,878
TOTAL SURPLUS TO POLICYHOLDERS $ 2,118,461,638
TOTALASSET3 $ 5,000,059,915 TOTAL LIABILITIES&SURPLUS $ 6,000,059,915
STATE OF CONNECTICUT )
COUNTY OF HARTFORD )SS.
CITY OF HARTFORD )
MICHAEL J.b00bY,BEING DULY SWORN,SAYS THAT ME IS VICE PRESIDENT-FINANCE,OF TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA, I
i
AND THAT TO THE BEST OF HIS KNOWLEDGE AND BELIEF,THE FOREGOING IS A TRUE AND CORRECT STATEMENT OF THE FINANCIAL CONDITION OF SAID
I
COMPANY AS OF THE 31ST DAY OF DECEMBER,2021.
I
VICE PRESIUENI- IN NCE
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SUBSCRIBED AND SWORN TO BEFORE ME THIS NOTARY PUB.LIC
17TH DAY OF MARCH,2022
SUSAN M.WGISSLRDRR
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