EXHIBIT 10.212
[ADOT]logo ARIZONA DEPARTMENT OF TRANSPORTATION
INTERMODAL TRANSPORTATION DIVISION
CONTRACTS & SPECIFICATIONS SECTION
1651 W Jackson St. Room 121F Phoenix, Arizona 85007-3217
Jane Dee Hull Dick Wright
Governor State Engineer
Victor M.
Mendez
Director August 19, 2002
Meadow Valley Contractors, Inc.
PO Box 60726
Phoenix, AZ 60726
RE: O17 MA 209 H563901C
IM-017-A(013)A
PHOENIX-CORDES JUNCTION HIGHWAY (I-17)
(Peoria-Pinnacle Peak T.I.)
ITEM#15802
At a Meeting on August 16, 2002, the Transportation Board awarded a contract
for the construction of the above referenced project to you in accordance with
the proposal you submitted to this Department on August 1, 2002. This is your
Notice of Award of Contract.
In accordance with subsection 103.08 of the Specifications, you shall sign the
contract and return it with satisfactory contract bonds no later than 10
calendar days after the date of this notice of award. Your submittal shall
include the required Certificate of Insurance and Workers Compensation
documents. The Department will not execute the contract until all documentation
is submitted and work shall not start nor shall there be a partnering meeting
nor a preconstruction conference until the contract is fully executed.
In accordance with subsection 108.02 of the Standard Specifications, you shall
begin work on or before September 18, 2002. Contract time will be charged
commencing on that date.
Contact the Construction Supervisor as shown on the advertisement for proposals
to arrange a Preconstruction Conference.
We look forward to working with your company toward the successful completion
of this project.
Sincerely,
/s/ Barry Crockett
BARRY CROCKETT
Engineer-Manager
BC:erb
cc: District Engineer
Resident Engineer
CONTRACT AGREEMENT
THIS AGREEMENT, made and entered into this 22ND day of AUGUST, 2002,
by and between the STATE OF ARIZONA, acting by and through its State Engineer
duly authorized by the Director, Arizona Department of Transportation to enter
into such agreement, party of the first part, and MEADOW VALLEY CONTRACTORS,
INC. hereinafter called the Contractor, party of the second part.
WITNESSETH: That the said Contractor, for in consideration of the sum to be
paid him by said State Arizona in the manner and at the time hereinafter
provided, and of the other covenants and agreements herein contained, hereby
agrees, for himself, heirs, administrators, successors and assigns as follows:
ARTICLE I: SCOPE OF WORK: The Contractor shall perform in a workmanlike
and substantial manner and to the satisfaction of the State Engineer, all the
work specified under TRACS/Project No.
017 MA 209 H563901C IM-017-A(013)A
PHOENIX-CORDES JUNCTION HWY. (I-17)
(Peoria Ave.-Pinnacle Peak Rd.)
and furnish at his own cost and expense all necessary machinery, tools,
apparatus, materials and labor to complete the work in the most substantial and
workmanlike manner according to the Plans and Specifications therefor on file
with the State Engineer and such modifications of the same and other directions
that may be made by the State Engineer as provided herein.
ARTICLE II - CONTRACT DOCUMENTS: It is further agreed that the Proposal,
Plans, Standard Specifications, Special Provisions, Contract Bond(s) and any
and all Supplementary Agreements, and any and all requirements necessary to
complete the work in a substantial and acceptable manner, and any and all
equipment and progress statements required, are hereby referred to and made a
part of this contract, and shall have the same force and effect as though all
of the same were fully inserted herein.
ARTICLE III - WARRANTY: The Contractor expressly warrants that he is free
from obligation of any other person or persons for services rendered, or
supposed to have rendered, in the procurement of this contract. He further
agrees that any breach of the Warranty shall constitute adequate cause for the
annulment of the Contract by the State of Arizona and that the State of Arizona
may retain to its own use from any sums of money due or become due thereunder,
an amount thereof equal to any brokerage, commission, or percentage so paid, or
agreed to be paid.
ARTICLE IV - TIME OF COMPLETION: The Contractor further covenants and
agrees that all of the said materials shall be furnished and delivered and all
of the said labor shall be done and performed in every respect to the
satisfaction and approval of the State Engineer and that the said work shall be
turned over to the State Engineer, complete and ready for use, on or before the
specified time herein. The work shall be free and discharged of all claims and
demands whatsoever for, or on account of any and all labor and materials used
or furnished to be used in said work.
It is expressly understood and agreed that in case of failure on the part
of the Contractor, for any reason, except with the written consent of the State
Engineer, to complete the entire work to the satisfaction of the State
Engineer, and within the aforesaid time limit, the party of the first part
shall deduct from any money due, or which may become due the Contractor, as
liquidated damages, an amount in accordance with Subsection 108.09 of the
Contract Specifications.
If no money shall be due the Contractor, the State shall have a cause of
action to recover against the Contractor in a court of competent jurisdiction,
liquidated damages, in accordance with Subsection 108.09 of the Contract
Specifications, said deduction to be made, or said sum to be recovered, not as
a penalty, but as liquidated damages; provided, however, that upon receipt of
written notice from the Contractor, of the existence of causes, as herein
provided, over which said Contractor has no control and which must delay the
completion of said work or any delay occasioned by the Arizona Department of
Transportation, the State Engineer may extend the period hereinbefore specified
for the completion of said work in accordance with the Specifications and in
such case, the Contractor shall become liable for said liquidated damages for
delays commencing from date said extension period shall expire.
After the date as set up in Contract plus any extension granted, no
further payments shall be made the Contractor until all work is completed and
accepted by the State Engineer. It is also agreed that the date of completion
shall be that upon which the work is accepted by the State Engineer.
ARTICLE V - CLAIMS FOR EXTRA WORK: It is distinctly understood and agreed
that no claim for extra work or materials, not specifically herein provided,
done or furnished by the Contractor, will be allowed by the State Engineer, nor
shall the Contractor do any work or furnish any materials not covered by these
Specifications and Contract, unless such work is ordered in writing by the
State Engineer. In no event shall the Contractor incur any liability by reason
of any oral direction or instruction that he may be given by the State
Engineer, or his authorized representatives. It is the intent and meaning of
this Article that all orders, directions, instructions, not contained in the
Plans, Specifications, and Special Provisions, pertaining to the work shall be
in writing, and the Contractor hereby waives any claims for compensation for
work done, or materials furnished in violation thereof.
ARTICLE VI - MISUNDERSTANDING OR DECEPTION: The party of the second part
agrees that he has investigated the site of the work and all parts and
appurtenances thereto and hereby waives any right to plead misunderstanding
or deception as to location, character of work or materials, estimates of
quantities or other conditions surrounding or being a part of the work and
understands that the quantities given in the Bidding Schedule are approximate
only, and hereby agrees to accept the quantities as actually placed and finally
determined upon the completion of the work, in accordance with the Contract
Documents.
ARTICLE VII - PAYMENTS: For and in consideration of the faithful
performance of the work herein embraced, as set forth in the Contract
Agreement, Specification, Special Provision, Bidding Schedule and all general
and detailed Specifications and Plans, which are a part hereof, and in
accordance with the directions of the State Engineer and to his satisfaction or
his authorized agents, the said State of Arizona agrees to pay to said
Contractor the amount earned, computed from the actual quantities of work
performed, as shown by the estimates of the State Engineer, and the unit prices
named in the attached Bidding Schedule and Supplementary Agreements made a part
hereof, and to make such payments in the manner and at the time provided in the
specifications hereto appended.
12-0912 R10/91
Sheet 1 of 2
ARTICLE VIII - IT IS EXPRESSLY UNDERSTOOD AND AGREED that no work shall be
done nor any obligations incurred under this contract during any fiscal year
which are in excess of the funds programmed and budgeted for this project for
that fiscal year.
ARTICLE IX - THE CONTRACTOR SHALL INDEMNIFY AND SAVE HARMLESS THE STATE,
its officers and employees, from all suits, actions or claims of any character
brought because of any injuries or damage received or sustained by any person,
persons or property on account of the operations of the said contractor or an
account of or in consequence of any neglect in safeguarding the work; or through
use of unacceptable materials in constructing the work; or because of any act or
omission, neglect or misconduct of said contractor; or because of any claims or
amounts recovered from any infringements of patent, trademark or copyright; or
from any claims or amounts arising or recovered under the Workmen's Compensation
Act or any other law, ordinance, order or decree, except the contractor is not
required to indemnify or save harmless the State from liability arising from the
negligence of the State.
The contractor shall indemnify and save harmless any county or incorporated
city, its officers and employees, within the limits of which county or
incorporated city work is being performed, all in the same manner and to the
same extent as provided in the above paragraph.
IT IS FURTHER UNDERSTOOD AND AGREED that all work required to be done under
this contract in excess of the funds now appropriated and budgeted for this
project shall not be done nor any obligation incurred therefor until such time
as the Legislature appropriates the additional funds and the same are budgeted
for this project by the Arizona Department of Transportation and in that event
the parties hereto are bound to continue performance of this contract to the
extent permitted by the funds so appropriated and budgeted.
In the event that no funds are appropriated or budgeted of this project for
the succeeding fiscal year, then this contract shall be null and void, except as
to that portion for which funds have now been appropriated and budgeted,
therefore, and no right of action or damages shall accrue to the benefit of the
parties hereto as to that portion of the contract that may so become null and
void.
All parties are herby put on notice that this contract (agreement) is
subject to cancellation by the Governor pursuant to Arizona Revised Statutes
Section 38-511.
IT IS ALSO UNDERSTOOD AND AGREED that this contract is subject to A.R.S.
28-1824, 28-1825, 28-1826, together with all other limitations pursuant to the
applicable laws of the State of Arizona relating to public contracts and
expenditures.
017 MA 209 H563901C IM-017-A(013)A
PHOENIX - CORDES JUNCTION HWY. (I-17)
(Peoria Ave. - Pinnacle Peak Rd.)
Witness our hands and seals this 22nd day of August 2002
STATE OF ARIZONA
By: /s/ Barry Crockett
----------------------------
Department of Transportation
EVIDENCE OF AUTHORITY TO SIGN
THE CONTRACT MUST BE ON FILE
WITH THE DEPARTMENT, OTHERWISE
IT MUST BE FURNISHED WITH THE
PROPOSAL.
PARTY OF THE FIRST PART
Meadow Valley Contractors, Inc.
---------------------------------
By: /s/ Bradley E. Larson
---------------------------------
Contractor
BRADLEY E. LARSON PRESIDENT
Attest: /s/ Robert W. Bottcher PARTY OF THE SECOND PART
-----------------------
Signature
ROBERT W. BOTTCHER
AREA MANAGER
Article IX
Revised 8/30/00
Contract Agreement
Sheet 2 of 2
Printed 7/19/2002 Page 20 of 20
BID SCHEDULE
[LOGO] TO ACCOMPANY ADDENDUM #1 017 MA 209 H563901C
<Table>
<Caption>
ITEM NO. ITEM DESCRIPTION UNIT QUANTITY UNIT PRICE EXTENDED AMOUNT
9250001 CONSTRUCTION SURVEYING AND LAYOUT L.SUM 1 200,000.00 200,000.00
</Table>
BID TOTAL: 8,058,525.34
STATUTORY PAYMENT BOND PURSUANT TO TITLE 34,
CHAPTER 2, ARTICLE 2 OF THE ARIZONA REVISED STATUTES
(PENALTY OF THIS BOND MUST BE 100% OF THE CONTRACT AMOUNT)
KNOW ALL MEN BY THESE PRESENTS: Bond No. 24006411
That, MEADOW VALLEY CONTRACTORS, INC., (hereinafter called the Principal), As
Principal, and LIBERTY MUTUAL INSURANCE COMPANY. (hereinafter called Surety), a
corporation organized and existing under the laws of the State of Massachusetts,
with its principal office in the city of Boston, holding a certificate of
authority to transact surety business in Arizona issued by the Director of the
Department of Insurance, as Surety, are held and firmly bound unto the Arizona
Department of Transportation (hereinafter called the Obligee in the amount of
EIGHT MILLION, FIFTY-EIGHT THOUSAND, FIVE HUNDRED TWENTY-FIVE AND 34/100 dollars
($ 8,058,525.34), for the payment whereof, the said Principal and Surety bind
themselves, and their heirs, administrator, executors, successors.
WHEREAS, the Principal has agreed to enter into a certain contract with
the Obligee for construction and completion of certain work described as
017 MA 209 H563901C IM-017-A(013)A
PHOENIX - CORDES JUNCTION HWY. (I-17)
(Peoria Ave. - Pinnacle Peak Rd.)
which contract is hereby referred to and made a part hereof as fully and to the
same extent as if copied at length herein.
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the said
Principal shall promptly pay all monies due to all persons supplying labor or
materials to the principal or the principal's subcontractors in the prosecution
of the work provided for in said contract, then this obligation shall be
voided, otherwise to remain in full force and effect;
PROVIDED, HOWEVER, that this bond having been required of the said
Principal in order to comply with the provisions of Title 34, Chapter 2,
Article 2, of the Arizona Revised Statutes, all rights and remedies on this
bond shall inure solely to such persons and shall be determined in accordance
with the provisions, conditions, and limitations of said Title, Chapter and
Article, to the same extent as if they were copied at length herein.
The prevailing party in a suit on this bond shall recover as a part of the
judgment such reasonable attorney's fees as may be fixed by a judge of the
Court.
Witness our hands this 21st day of August, 2002.
MEADOW VALLEY CONTRACTORS, INC. /s/ Bradley E. Larson
- --------------------------------- ---------------------------------------
PRINCIPAL SEAL BY: Bradley E. Larson PRESIDENT
LIBERTY MUTUAL INSURANCE COMPANY /s/ Jeri Apodaca
- --------------------------------- ---------------------------------------
SURETY SEAL BY: Jeri Apodaca, Attorney in Fact
Aon Risk Services, Inc. 1901 Main Street #300, Irvine, CA 92614
- --------------------------------- ---------------------------------------
AGENCY OF RECORD AGENCY ADDRESS
/s/ Carol Trelford
- ----------------------------------------
ARIZONA COUNTERSIGNATURE Carol Trelford
1850 North Central Avenue, Suite 1700 PAYMENT BOND
- ---------------------------------------- SHEET 1 OF 1
ADDRESS Phoenix, AZ 85004
(602) 427-3200
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PHONE NUMBER
12-1302 R9/92