II 12 13

) )
) )


11 2 13200


) )
) ) )


17 18 19 20 21 22 23 24

M.A. MORTENSON COMPANY, a ) Minnesota corporation; FEDERAL ) INSURANCE COMPANY, a foreign ) corporation; TRAVELERS CASUALTY) AND SURETY COMPANY OF AMERICA, ) a foreign corporation; THE CITY) OF TACOMA, a Washington ) municipal entity, and DOES 1)
20, )



) ) ) )

Roscoe and through

Steel and Culvert its attorneys,






& Vogt, LLP and John R.

Herrig allege as follows: A. PARTIES

25 26

Roscoe is a duly registered

and licensed Montana


HERRlG & VOGT, LLP 1030 North Center Parkway, Suite 201 Kennewick, WA 99336 (509) 943-6691

1 2

corporation principal has been times

registered place of


Washington in Billings,






Roscoe at all M.A. and this


as a Washington into a

State Contractor order with

5 6




Mortenson has done

Company all


the date

of this




to bring

and maintain

9 10

action. 2. and M.A. Mortenson alleged Company to be ("Mortenson") is believed with


a Minnesota


its principal

place of business in Minneapolis, Company is believed

Minnesota. to be, and in

11 12

Federal Insurance alleged, State

therefore Washington company

a foreign corporation as a surety and

doing business license




("Federal"). Travelers to Casualty and Surety Company of America and therefore alleged, a foreign

16 17 18




corporation bond company

doing business ("Trave lers") . City

in Washington

State as a surety



of Tacoma,

Washington under

("Tacoma") the laws of

is a the




21 22 23 24 25

State of Washington.

Does will





this their



this upon


be supplemented


true names



Roscoe realleges paragraphs

1-6 above and


HERRIG & VOGT, LLP 1030 North Center Parkway, SUite 20 I Kennewick, WA 99336 (509) 943·6691







incorporates herein.

them by reference

as though fully set forth

3 4 5

Mortenson on

was the

the General Cheney

Contractor Upgrade Number

for a work Phase III


improvement Build






7 8



to its baseball


located at 2502

South Tyler Street, Tacoma, Washington{"Project").

Roscoe and under


the joist

structural supplier purchase

steel to

framing, on

steel the and

10 11 12 13 14

decking project correct


Mortenson A

a written



copy of said purchase


is attached hereto

as "Exhibit A" to this Complaint. 10. Mortenson Tacoma is the holder of retainage held from

on the Project in accordance

with RCW 60.28 et.

16 17 18 19 20
21 22

seq. and as such is liable to the extent of such retainage to claimants of the class protected by RCW 60.28 et. seq. claimants. for and

for which Roscoe is in the class of protected 11. a Payment Federal and Travelers, Bond to protect

jointly, were sureties subcontractors


materialmen Bond No. said Bond

pursuant to RCW 39.08 et. seq. A

on the Project, copy to of

82193155/105424213. is attached hereby

true and correct as "Exhibit bond B"

this for

23 24

Complaint. Mortenson. 12.


is also





On or

about May




filed a claim

against the retainage held as well as the Payment Bond for


HERRIG & VOGI, LLP 1030 North Center Parkway, SUIte 20l Kennewick, WA 99336 (509) 943-669 I


1 2 3 4 5 6 7 8 9 10 11 12 13

unpaid contract balances

due in the amount of $413,557.75.

A true and correct copy of said Payment Bond and Retainage Claim is attached More hereby as "Exhibit


to this Complaint. have expired

than 30 days, but

less than four months

since the filing of such claim.

Under action the

RCW to


and on

RCW the



seq., by be

Roscoe's Tacoma

foreclose Bond


held must



of Federal/Travelers Pierce County


in Pierce




has both subject matter matter seq. and venue under

and statutory RCW

jurisdiction and RCW

in this et.


C. FIRST CAUSE OF ACTION (Breach of Contract)


Roscoe by

real leges paragraphs reference as though


above set

16 17





forth herein.











18 19

Billings, Mortenson purchase

Yellowstone and



of Montana, into

Defendant a written attached to




21 22 23
24 25 26


a copy of said



hereto as "Exhibit

and made a part hereof. agreement


the terms of the written purchase

Roscoe was to

provide fabricated steel for the Project.

The consideration

set forth in the agreement was

fair and reasonable.


HERRIG & VOG'f, LLP 1030 North Center Parkway, SUIte 201 Kennewick, WA 99336 (509) 943-6691

1 2 3 4 5 6 7 8

17. On or about January 31, 2011 Mortenson breached said agreement agreed change by failing orders in to pay the contract an amount of balance and

approximately and


to Roscoe

for unpaid base contract amounts

change orders. By reason has of breach suffered of said damages agreement as herein alleged,


in the amount

of $413,557.75,


of attorneys'

fees, costs, and interest. entered into their agreement may be found to be under of Montana law.

10 II 12 13 14 15 16 17 18 19 20 21 22 23 24

18. Roscoe

and Mortenson

in the State of Montana. a Montana Roscoe, agreement therefore, to be

The agreement interpreted notice





of foreign law (Montana) to this action.

(Quantum Meruit/Unjust



real leges

paragraphs as though


and forth

incorporates herein. 20. At

them by reference

fully set

the direction a.n labor and

of Mortenson, materials to

Roscoe the

delivered of



which $413,557.75 21. at dispute Roscoe

remains unpaid. has improved the real property, which is

in this action, and Mortenson

and Tacoma should

not be entitled to retain said improvements without paying

26 therefore.



1030 North Center Parkway, SUIte 201 Kennewick, WA 99336
(509) 943-6691












accelerate which was


work so that a cardinal by the Parties

change to that at time of

4 5 6 7

contemplated occurred.


23. The aforementioned

facts demonstrate

that Roscoe

is entitled to, as a remedial damage, an amount not less than $413,557.75 or such other amount to be determined

according to proof. E. THIRD CAUSE OF ACTION (Action upon RCW 60.28 et seq.)


11 12 13 14 15 16 17 18
19 20


Roscoe by

realleges reference

paragraphs as though


above set





forth herein.

Roscoe has done all things required to foreclose percentage held by Tacoma or is legally


the retained

excused from performing

said acts. of






payable to Roscoe by Mortenson on the Project.

for work performed by Roscoe

Roscoe has had to retain attorneys incurred and attorneys' the fees

to bring this their and is

action claim

and have against

to pursue






to recovery

of such fees and costs in accordance


with RCW 60.28






HERRIG & VOGT, LLP 1030 North Center Parkway, Suite 201 Kennewick, WA 99336 (509) 94).6691


F. FOURTH CAUSE OF ACTION (Action upon Payment Bond Pursuant to 39.08. et seq.l 28 . Roscoe them real leges by paragraphs as though 1-27 fully above and

2 3

incorporates herein. 29. on


set forth

5 6 7 8

Roscoe Payment

has done all things required Bond placed by

to foreclose or is



legally excused from performing Roscoe is of a class as

said acts. protected by the Payment for


of Federal/Travelers

a supplier

to Mortenson


the Project. 31. The amount of $413,557.75 is still due and

12 13 14 15 16 17 18 19

payable to Roscoe by Mortenson at Mortenson's 32.

for work performed

by Roscoe

direction on the Project. are liable for the amount due


Roscoe from Mortenson pursuant 33. action

to RCW 39.08 et. seq. to bring this and costs to

Roscoe has had to retain attorneys have incurred attorneys' fees


pursue its rights against Federal/Travelers Roscoe is entitled to recovery of such

in this action. in

fees and costs


accordance with RCW 39.08 et. seq. FIFTH CAUSE OF ACTION Negligence 34. Roscoe realleges paragraphs as though 1-33 above and

23 24 25

incorporates herein. 35.

them by reference

fully set forth


Mortenson and Does 1-20 negligently provided


HERRIG & VOGT, LLP 1030 North Center Parkway, Suite 20 I Kennewick, WA 99336 (509) 943-6691


faulty plans, late review preparation
36 .

late plans,

arbitrary and


to the design, with Roscoe's


of shop



and performance

of the agreement.
1- 20 had

Mortenson Roscoe,

and Does




5 6 7 8 9 10 11 12 13

owed delay,









and late review

of shop drawings

would cause damage to a steel fabricator.

Mortenson damage or to such


Does in


breached amount of to

this at

duty least at


Roscoe other






trial. MISCELLANEOUS ALLEGATIONS Relevant to Roscoe's Complaint







incorporates herein.

them by reference as though fully set forth

15 16 17 18 19 20 21










Roscoe's bond,

claim against

the retained percentage arbitration in

and payment with




Article 18.1 and 18.2 of the agreement 40. action Roscoe

(Exhibit D). to bring this




to perfect

its security

and attorneys'

fees rights

22 23

under RCW 39.078 et. seq. and RCW 60 28.030

et. seq. to such demand

This action may be stayed pursuant

after the Defendants have been served and have answered this Complaint.

25 26



J 030 North Center Parkway, SUite 20 I Kennewick, WA 99336 (509) 943-6691



Plaintiff all causes

prays of


judgment set forth

against in its


Defendants Complaint




as follows: For judgment against Mortenson
a n the



7 8

$413,557.75 annum. 2. amount

plus interest

at the statutory

rate of 12% per



against plus



the rate

of $413,557.75


at the statutory


of 12% per annum, attorneys'

fees and costs of suit. Tacoma in the amount of




aqa i ris t


plus interest

at the statutory

rate of 12% per

12 13 14

annum, attorneys'

fees and costs of suit. against Mortenson and Does 1-20 in

For judgment

the amount of $500,000.00 proof.

or such other amount according to

15 16 17


For an award of attorneys' this action

fee and costs of suit with RCW 39.08 and

to maintain RCW 60.28 et.

in accordance



For such other and further relief that the Court

deems fair, just, equitable and legally applicable.
DATED this 29th day of August 2011.

21 22

24 25







1030 North Center Parkway, SUIte 20 I Kennewick, WA 99336 (509) 943-6691

--- ---





Purchase Agreement Number' __


THIS PURCHASE AGREEMENT ("Agreement") is entered Into effective this 26th day of March, 2010, b~ and between M. A. Mortenson Company ("Mortenson") and Roscoe Steel Company, 1501 South 30t Street West, Billings, MT 59102 (406-869-2628) ("Supplier"). This Agreement includes the Purchase Agreement Standard Terms and Conditions ("Standard Terms and c,........lIi+;ons"), the Indemnity Clause ("Indemnity Clause") and the Purchase Agreeme.Lll_nt~ __ ~~-f-~+ Supplementary Terms and Conditions (nSupplementary Terms and Conditions"), all attached hereto ("Attachments"), and the following Exhibits (AExhibits"): Exhibit Exhibit Exhibit Exhibit Exhibit Exhibit Exhibit Exhibit In consideration ABCDEFGHScope of Work Purchase Agreement Price Schedule Contract Documents List Not Required Not Required Building Information Modeling Electronic Documentation

and 3D MEP Coordination

of their mutual promises herein, Subcontractor

and Mortenson agree as follows:

1. PROJECT. Mortenson, as design-builder has entered into a Contract with City of Tacoma (qOwner") to provide architectural and engineering services and to perform labor and furnish material for the construction of Cheney Stadium Upgrade Phase III located at 2502 South Tyler Street, Tacoma, WA 98405 ("Project"), pursuant to preliminary Programs, Drawings, Specifications and related documents prepared by Belay Architecture. The Contract Documents ("Contract Documents") include this Agreement, the Contract, Preliminary Drawings, Specifications and related documents, including the following; [See EXHIBIT D - CONTRACT DOCUMENTS LIST]

2. SCOPE OF WORK. Supplier shall furnish and pay for all supervision, labor, materials, tools, equipment, services and all other items necessary to fully perform the Agreement, consistent with the provisions of the Contract Documents, including the preparation, design, fabrication, treatment, storage and delivery of all of the following material (nMaterial"): [See EXHIBIT A - SCOPE OF WORK] 3. PURCHASE AGREEMENT PRICE. The Purchase Agreement Price is



4. TIME OF COMPLETION. Subcontractor shall prosecute and complete the Work in accordance with the following schedules and time limits: [See EXHIBIT C - SCHEDULE]
Mor1&nSon Purchase Agreement Revfsed 03-04-<15

Page 1







5. RETAINAGE. Mortenson shall retain an amount from each application for payment such that five percent ( 5 %) of the total value of Work performed is withheld. Retainage shall be held by Mortenson until released as provided in this Agreement.

6. INSURANCE. The Commercial General Liability insurance limits as described in Paragraph 13.2 of the Standard Terms and Conditions shall be: [Check one] X



g...,nLl~. L'.JIII;:I.'I'I. VI'''''J

r-H 11111:;l'1li. !'ILI r"l::nr H


Performance and Payment Bonds are not required.

X Performance and Payment Bonds are required, in full conformance with the requirements of Article 15 of the Terms and Conditions.
8. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto and is effective on the date set forth above. No oral representations or other agreements have been made by Mortenson except as stated in this Agreement This Agreement may not be changed in any way except as herein provided, and no provision hereof may be waived by Mortenson except in writing signed by a duly authorized officer or agent. IN WITNESS WHEREOF, Supplier and Mortenson herein execute this Agreement as set forth above.






Supplier state tax ID numbert'@dI59t:-f'



tate of Project)


McnensDil Purdlase


RevISed 09019-05

Page 2



1. CONTRACT DOCUMENTS. The contract Documents have been made avallable to Supplier for examination and the other Contract Documents, the provisions of the



12 In the event of conflict between the Agreement Ag reernent shaD govern


1.3 With respect to the Malenal, Supplier binds itself to Mortenson under the Agreement In the same manner as IS bound to OWner under the Contract Documents


--____:1l-4-----'''~'.pller..Ji~r!y.examiRed-aIla.tmdelStandS-tlle-Cfmtractllocumenl.s,Jlas.mvest19''t''.-I tho "It.. "f th.. ",",ric and the conchtions under which II is to be performed, and enters Into the Agreement on the basis of its own examination, Investigation and evaluation of such matters and not In reUance upon any opinions or representabons of Mortenson, OWner, or any of their respectIVe officers, agents, or employees. 2 Documents. 3 PURCHASE PRICE. For the full and satisfactory performance of the Agreement, In compliance WIth the prOVISions of the Agreement. Mortenson shall pay Supplier the f!Xed Purchase Pnca This sum may be changed only In accordance Wlth the provisions of the Agreement. 4 TAXES AND CONTRIBUTIONS. The Purchase Price Includes, and Supplier hereby accepts exclUSIVe liability for payment of, all federal, state, county, municipal and other taxes Imposed by law or contract and based upon labor, services, materials, eqwpment or other items acquired, performed, furnished or used In connectlon with the Malenal, lCICIudmg but not hmrted to (a) contributions, taxes or premiums Oncludlng interest and penalbes} measured upon payrolJ or required to be withheld from employees, (b) sales, use, personal property and other taxes Oncludmg Interest and penalties), whether slated separately, imposed by reason of furnishing the Malerial, or the acqulnng, furnishing, ownership or use of any matenals, equipment, labor, seMces or other Hems In connecbon WIIh furnishing the Matenal, or (c) pension, welfare, vacalton, annuity and other benefit contributions payable In connection with labor agreements or applicable law 5 LAWS AND PERMITS. The Purchase Pnce Includes, and Supplier shall obtain and pay for all pennlts, licenses, and fees necessary to furnISh the Malenal In accordance WIth the Contract Documents Supplier shaH furnish the Material In compliance WIth all apphcable federal, state, mUniCIpal and iocallaws. codes, ordinances, rules, regulations, and reqUIrements, lI1c1udlng without Dmltatlon those relallng to O.S HA, drscnrnlnahon In employment, fair employment practices and equal employment opportunity, without additional expense to Mortenson, and shall correct, at Its own cost and expense, any Violations thereof Suppfier shall furnISh such proof as Mortenson may request shOWIng compliance and ccrreenon of violations 6 DELIVERY SCOPE OF WORK. Supplier shall furnish all of the Malenal reqUired by the Agreement and the Contract

61 Delivery shall be F.O B Project site Wlth all fransportancn, freight and delivery charges, Insurance and taxes paid Time being of the essence of the Agreement Supplier shall complete delivery of the Matenal in accordance with the construction schedule, as such may be from time to tune reVised, and Within the time 11m stated In the Agreement lts


Supplier shall promptly furnish all data requested by Mortenson for preparallon and reviSion of construction

6.3 Should SupplJer be delayed In the preparaUon, fabncallon or delivery of the Material by any cause beyond Supplier's control and not due to any fault, neglect, ael or omission on ItS part, then Supplier shall be entitled to an extension of time Such extension shaD be for a penod equivalent to that granted to Mortenson by OWner uncier the Contract Documents for the same cause of delay, and shall release and discharge Mortenson from any and aU claims by Supplier on accourJt of the delay. Supplier shaD not be entitled to any extension of time unless a claim therefore IS presented In wnting to Mortenson V'l'ithln fIVe (5} calendar days of the commencement of such cialmed delay, or WIthin such shorter lime as may be required for Mortenson to comply with the Contract Documents. Notwithstanding the foregolll9, Supplier shall be entJtled to compensation for delay if, and to the extent that, Mortenson secures compensation from owner for delay on behalf of Supplier 7. PAYMENTS,

7.1 No payment shall be due or made to Supplier until recelpl by Mortenson of (a) a fully executed Agreement; evidence of Insurance In conformancewilhArtlcie 13 hereof, and (c) Bonds required under Article 15 hereof
7.2 Prior to submitting Its first application for payment, Suppher shaD submit a schedule of values allocating the


Purchase Agreement standard Terms and Conditions Revised 03-04-05

Purchase Pnce to the vanous portions of the Material, prepared in such form and supported by such data to substantiate its accuracy as Mortenson may require, which schedule shall be used as a basis for revieWing Supplier's applications for payment The schedule of values Will be used for payment purposes only and shaD not relieve Supplier from its obligatIOn to fully perform the Agreement and furnish all of the Matenal and perform all labor and material required by the Agreement When approved by Mortenson, the schedule of values may be modified by Suppner to Incorporate executed change orders

7.3 Not later than the 25th day of each month, Supplier shall submrt Its application for payment on fonns provided by Mortenson Each appncalion for payment shall be calculated as the sum of (a) the value of the Matenallncorporated Into the Project as computed on the basis of !he schedule of values, prices and allowable quantitIeS of Matenal furnished, all as determned by Mortenson and either Owner or Architect; and (b) to the extent allowable by the Contract Documents, the value of Matenal not incorporated mto the Project but deHvered and stored at the Project srte, minus (c) retalnage, calculated from the sum of the amounts determined In preceding (a) and (b) as multiplied by the retamage percentage stated In the Agreement, and also minus (d) amounts previously paid The appllcatton for payment shan not request paymerlt for any portion of Ihe Matenal which Supplier does not Intend to pay to any supplier or subcontractor thai furnished such Matena!. Supplier shall certify each applJcaIlon for payment, stating In writing that It accurately represents the value of the Material furnished. Supplier agrees that, upon request by Mortenson, It shall furnish such Information, supporbng documents and consents of surely as Mortenson may require to verify the value of the Matenal prcvided and contirm Supplier's entitlement to payment When payment tS based upon quantmes at appbcable unit pnces, Supplier shall substantiate the quantilles, and Mortenson and OWner shall have the right 10 examine, copy and audrt relevant books and records of Supplier or any of its subcontractors and material suppliers In order to venfy accuracy and completeness of Ihe quantities As a prerequlslte to payment, Supplier shall provide, in a fonn satiSfactOry to Mortenson, partial lien and ctaim waIVers and affidavits from SuppHer, and its subcontractors and material suppliers for the Matenal furnished Such waivers may be made condHfOnal upon payment
74 Monthly progress payments (less retainage) shall be made to Supplier within seven (7) days after Mortenson's receipt of payment from Owner, so long as Supplier Is not m default or breach of the Agreement and Is not subject to other reasons for Withholding Mortenson and Supplier e)(pressly agree that payment to Mortenson on Suppner's account by Owner IS an absolute condibon precedent to Mortenson's obligatiOns to pay Supplier under Ihe Agreement Supplier expressly agrees that it relies on the credit of Owner, not Mortenson, for payment for the Malenal Supplier shan not be entrtled to payment to the extent there is' (a) any Indebtedness owed by Supplier to Mortenson; (b) defectIVe Material not remedied or removed and replaced, (0) thtrd party claims, (d) claimed failure of supplier to make payments to lis subcontractors, material suppliers or taborers, (e) reasonable doubt that the Material can be furnished for the mpaid balance of the Purchase Pnce, (f) damage to Mortenson or another contractor or subcontractor, (g) unsatisfactory or untimely delIVery of the Malenal by suppuer; or (h) failure of Supplier to comply WIth the Contract Documents, 75 Supplier warrants and guarantees that title 10 all Material Included In an application for payment, whether mccrporated Into the ProJect or not, Will pass to OWner upon receipt of such payment by Suppher, free and clear of all liens, claims, security Interests or encumbrances Supplier shall pay promptly for all matenals, skills, labor and equipment used In performance of the Agreement, as bills or claims become dUe Supplter shall protect the Project and defend, indemnify and hold harmless Owner and Mortenson and Mortenson's surely, If any, from and against aU claims, bond claims, slop notices, equitable liens, mechaniCS' liens, damages, losses and expenses on account thereof, including WIthout IIlT11ta.bonlegal fees and disbursements paid or incurred by Owner or Mortenson In connection therewfth. Mortenson shall have the right at all times to contact Supplier's subcontractors and malerial supplIers to ensure that the same are beIDg paid by Supplier for labor or matenals furnished for use In providing the Material. Should Supplier (a) fall to make bmely payment 10 Its subcontractors, matenal supphers, laborers and fnnge benefll funds, (b) fail to compensate Mortenson or another contractor or subcontractor for damage caused by Supplier, Mortenson, In Its sole dlScrellon, may make direct payment to such IndMduats or entilies and reduce the Purchase Price accordingly 7.6 Final payment 10 Supplier shall be due after delivery and acceptance of the Material by Mortenson and either OWner or Architect and WJthin seven (7) days of Mortenson's recelpt from Owner of final payment for the Material, proVIded that: (a) Supplier shaU have fumished evidence sans factory to Mortenson that there are no claims, obligations, or liens for labor, services, materials, equipment, taxes or other Items performed, furnished or Incurred in connection WIth the Matenal, (b) Supplier shall have executed and delIVered In a form satisfactory to Mortenson a general release in favor of Mortenson, Mortenson's surety, if any, and OWner; and (c) Supplier shall have delivered to Mortenson wntten consent of lis surety, If any, to final payment. Final payment to Supplier shall constitute a release and waIVer of any past, present and Mure claims by Supplier against Mortenson, rts surety, If any, and Owner anstng out of the Agreemen1 and the Project or arising out of payment for the Material under the Agreement Supplier acknowledges by Its reeept of final payment that any and all of such claims are thereby released, waived and discharged 7.7 Progress or final payments sha!1 not be acceptance of Improper, faulty, defective or non-confonnlllg Malerial, shall not release Supplier of any of tts obligations under the Agreement and shall not constitute a waiver of any rights or provisions hereof by Mortenson BenefiCial use or occupancy is not acceptance of the Material B PROSECUTION OF WORK,

81 Suppner shall fabncate and delivery the Material and perfonn Its obligations Wlder the Agreement In a diligent, efficient and skillful manner, to allow Mortenson to promote the general progress of the entire construction and so thai Supplier's perfonmance or failure to perform shall not Interfere with, hmder or delay other work 82 ShoJ!& Supplier del~the progress of the.Erolect SL!P_e!tershall take necessary acliQns§.U:q1llred


Purchase Agreement Sland.rd

l ...... s and Conddlons

Re'<1se<1 03-040S


84 Supplier shall notify Mortenson prior to each delIVery of Material, and Mortenson, In Its sale discretion, shall determine nmes and location for all such delivenes Supplier shall establish temporary offices, storage facililles or other temporary taciflties at the Project site only upon approval by and In locations deslgmrted by Mortenson Supplier shall not post or display signs, banners or ether announcements or advertising at the Prqeot site without the express pnor approval of Mortenson 85 Notwithstanding dirnensions gwen In Ihe Drawings, Specifications and other Contract Documents, shall take all measurements necessary to Insure proper matching and flttrng of the Matenal Supplier

product data, submittals, samples and mockups as required by the Contract Documents and as necessary to describe completely the details of the Matenal and to ensure timely fabrication and delivery of the Malena! Shop drawings, details, deSign calculabons, product data and other submlltals shall be provided m the form, format and quantity requested by Mortenson Approval of such Items by Mortenson shan mean only that the submiSSion conforms to the general concept of the Project, and shall not relieve Supplier of Its obligation to furnish the Malenalln compliance with the Contract Documents 87 Supplier is responsible for mtermeshmg of vanous parts of the Material so that no part shall be left unfinished lilCOmplete owing to any disagreement between Supp~r and its subcontractors or suppUers or

88 No substitutions of Similar suppfles, materials, eqUipment or any other portion of the Materlal for Items called far by the Contract Documents shall be made unless approved In wntmg by Mortenson and Owner or Architect, which approval shalJ not relieve supplier from satisfactory and timely eernplenen and delivery of the Material, or from conformance of all of the Material to the Contract Documents 9 CHANGES.

9.2 Should Mortenson issue a request for a proposal for a proposed change in the Material or In the time for delwel'j of the Matenal, Suppl1er shaD delIVer to Mortenson a detailed and itemized proposal within twenty (20) calendar days of receipt of such request, or wrthin such shorter penod as may be reqUITed for Mortenson to comply with the Contract Documents, and pnor to commencement of such change In the Material The proposal shaU contam quantitles, rates, prices and other Information as required or as requested by Mortenson, to fully descnbe the scope and pnce of the proposed change and scheduling dela" and data to subslanbate entrttement to any requested extension of time for delIVery of the Malenal Supplier shall cooperate with Mortenson, and Owner and Architect at Mortenson's election, to reView, modIfy the proposal If necessary, and negotiate in good faith to reach an agreement upon the terms of any change order. Supplier shall not be entHled to compensation for any costs and expenses relating to preparation of proposals for changes In the Material Should the parties be unable 10 agree as to the value of the Matenal to be changed, Supplier shall promptly proceed with the changed Malenal upon Written order of Mortenson and the value of the changed Material shall be determined and paid at actual costs or other appUcab1e method as determined by Mortenson 9.3 Should SJJW'ler claim that the IWlance of any Instruction, drawlIJ9 !1[ direction by Mortsn~~. ect results In additional costs,.~lIer shall Immediately submit !"f'tte!!,_ notice of suSh.,~1r!J. to Mo.~n and n.at Ia.!,er,than ) calendar days after recerpt thereofW::c:~S prior to ~th~L~Suppller.sbaJ1.no1 be.entItlec:Uo a ~ ~cel'BSall:lhg 'lOIn such III , drawlngs or directions unless such nollce is prOVided 94 The total cost of any changes in the Material shaD be determined by one or more of the fonowlng methods or combInations thereof as Mortenson may elect {1} acceptance of a lump sum proposal with properly ItemIZed costs, (2) urn! prices stated In the Contract Documents. or In the Agreement, or subsequently agreed upon (unit prices shall be deemed to include an allowance for aU of Supplier's direct and mdlrect costs, including, Without Ilmrtabon, office or shop e)(pense, overhead, profrt and bonds), or (3) actual costs lneurred In providing of the changed. added or deleted Matenal, plus allowance for overhead, SUpervision and profit. No other costs arising out of or connected with the change to the Material or extra Malenal of any nature may be recovered by Supplier Mortenson shall have Ihe right to inspect, copy and audit the books and records of Suppner and any of lis subcontractors and suppliers making claim for reimbursement for actual costs and allowances In order to verify the accuracy and

PurchllSl! Agreement Stand.TtI Tenns ud CondBlons Re'o'lSlld 03-0405


allowabllily of atl costs and atlowances claimed SuppHer shall retain such books and records for a paned not less than three years after final payment, or for such longer penod as may be required by the Contract Documents 95 §J,Ipplier shall not ~ ent!Ued 10 a change In the purc!!Jse price or IbeJL'!Ie far dellVelY of the Materia! 'I0'=.' ~ortenson Supplier shall not have the right to mamtain an actlon In court or, in the event arbitration is invoked by Mortenson, an ~n to recover for changed or extra Material, unless Suppher has stnctly compUed with the ( !l!qllIrernents sel forth herein 9.6 All changes to the Matenal or extra Matenal ordered In wntlng by Mortenson shall be deemed to be a part of the Material hereunder and shall be performed in compliance with all proviSions of the Contract Documents 10 INSPECTION.

10 1 Mortenson. Architect, Owner and their authorized representatives shall have the right to inspect and test the Matenal and the components thereof at aD times and places to venfy compliance with the Contract Documents and standards of good workmanship 102 Supplier shall prOVIde safe facHrtJes for inspection of the Matenal by Mortenson, Architect, Owner and their authonzed representatwes in the field, at shops, or at any other place where materials or equipment for the Material are in preparation, testing, manufacture, treatment or storage 10 3 All inspections and tests are for the benefrt of Mortenson and OWner and shall not relieve Supplier of responsibility for pTOVld!ng Its own quality control measures to assure that the Matenal compiles with the Contract Docwnents Inspection or tesbng by Mortenson. Architect or Owner, or any of their authorIZed representatives, shall not be construed as consttlutlng acceplance and shall not rebeve Suppler of responSibility for any non-compliance, damage to or loss of the Material, or In any way affect the continuing nghts of Mortenson or owner regarding the Material. 10 4 Within twenty-four {24} hours after recelvtng wntten notice from Mortenson that any Material has been rejected by Mortenson as defectIVe or In any way faibng to conform to the Contract Documents. Supplier, at Its own expense shall remove all such Material from the Project and shaU replace the same wrth confonning Material and make good all work of others damaged or destroyed by or as a result of such defective, or non-conformlng Malenal or by removal or replacement thereof 11. TAKING OVER PERFORMANCE-TERMINATION FOR DEFAULT.

11 1 Should Supplier at any time (a) fail to mamtaln the insurance coverages specified In Article 13 hereof, (b) fall to provrde the Bonds required In Article 15 hereof, (c) fair to supply Matenal of proper qualrty and quantity; (d) fall to proceed with the fabrication and delIVery of Matenal in the sequence directed by Mortenson, (e) fall to prosecute the Agreement with promptness and diligence, (f) fail to furnish Material In cempsance with the Contract Documents, (g) fall to make tamely payments for labor, materials, supplies or eqUIpment, (h) cause stoppage, delay or DlIerference to work of Mortenson or any other contractor or subcontractor, or should (l) there be filed by or against Supplier a petitIon In bankruptcy or for an arrangement or reorganlZatlon (Mortenson being unWlUing to accept and hereby declines performance by any trustee In bankruptcy): or {j} Supplier become Insolvent or go Into Hquidatlon or dissolutIOn or make a general assignment for the benefit of creditors or otherwtse acknowledge insolvency, then In any of such events, each of which shall constitute a default of Suppber, Mortenson shall have the right, to the extent permrtted by law, and In addrtlon to any other nghts and remedles provrded by the Contract Documents or by law, after seventy-two (72) hours written notice to Supplier mailed or delIVered to Its last known address, (I) to fumish (through itself or through others) the Material or any part thereof and to deduct the cost thereof from any momes due or to become due to SupplJer under the Agreement or (il) to terminate the Agreement In whole or In part, for all or any portion of the Material 11.2 In the case that Mortenson so turrushes such Matenal or in the event of such termmanon, Supplier shall not be entitled to receive any further payment under the Agreement untn the Matenal shall be completely fabncated and delivered to the sansfact!on of Mortenson, at wtuch time, If the unpaId balance of the Purchase Price shall exceed the costs Incurred by Mortenson in complellng the fabncatlOn and delIVery of the Matenal, such excess shall be paid by Mortenson to Supplier, but If such costs shan e)(ceed such unpaid balance, then Supplier shan pay the difference to Mortenson Such costs shall Include the cosl of furnishing or replacing the Matenal in conformance wrth the Contract Documents, and shall also include all losses, damages, costs and expense, including legal fees and dISbursements, incurred by reason of or resulting from Supplier's default 12. CONVENIENCE TERMINATION OR SUSPENSION

12 1 Mortenson may terrmnate the Agreement, In whole or In part, at any time by written noboe to Supplier, whether or no! Supplier IS In default, In the event and to the extant that Owner has exercised its nght, If any. to a convenience termination of the Contract between Mortenson and Owner. Such termination shall be effectIVe at the time and In the manner specified In said notice and shall be without prejudice to any claims which Mortenson or Owner may have against Supplier Upon receipt of any such notice, Supplier shall, unless the notice directs otherwise: (a) ImmedIately discontinue fabncabon, procurement and delIVery of the Material on the date and to the extenl speclfied In the nonce, (b) place no further orders for materials, equipment or services, except as may be necessary for completion of such portion of the Material that Is not termInated, and (c) promptly make every reasonable effort to procure cancellatIOns, upon terms satisfactory to Mortenson, of aU material orders and subcontracts 10 the exlent they relate to the furnishing of the MaterIal terminated

PUrchasa Agreement standard Terms and conddll>lls RelllSod ()3.()MI5


122 Supplier waIVes any claims for damages, Including loss of antIcipated pronts for MaterIal not furnIshed, on account of termination by Mortenson pursuant to Paragraph 12 1 and shall accept as rts sale remedy payment of the amount recovered by Mortenson from OWner aUociilled as compensation for MiiIlerial fumlshed 123 Mortenson may suspend the Agreement In whole or In part, at any time by wrrtten notice to Supplier whether or not Supplier is In default, In the event and 10 the extent that Owner has exercised lis right, if any, to suspend fabrication, procurement and dellVefY of the Matena! required by the contract between Mortenson and OWner Such suspensIon shall be effective et the time and In the manner specified In said notice and shilU be wtthout prejudice to any claims which Mortenson or Owner may have against Supplier Upon receipt of any such notice, Supplier shall, unless the notice directs othelWise' (a) Immediately suspend the fabncation, procurement and delIVery of the Material on the date and to the extent specified In the notice; (b) place no further orders for materials, equipment or services, except as may be necessary for completion of such portion of the Matenal as IS not suspended, and (c) thereafter execute only such fabrIcation, procurement and derlVery of the Material that is not suspended, or In the event that all of the Agreement IS suspended, execute only that portion of the fabncatlon, procurement and delivery of the Matetlal as may be necessary to preserve and protect Malenal already In progress 12.4 Supplier waIVes any claims for damages on account of suspension by Mortenson pursuant to Paragraph 12.3 ane snan i:lCcep<"" "" ,"u'" '''" ,,,dy payment of the amount recoYe1ed by MOitenson flOI1l Ownel allocated as wlIIpellsat,,,, ,u, Matenal furnished 13 INSURANCE.

13 1 Pnor to starting any work hereunder, Supplier shall procure, maintain and pay for such insurance as Will protect against claims for bodIly Injury or death, or for damage to property, Including loss of use, which may anse out of operations by Supplier or by any of Its subcontractors or by anyone employed by any of them, or by anyone for whose acts any of them may be liable, Such Insurance shall not be less than the greater of coverages and Ilmils of liabIlity specified In the Agreement, any coverages or Omits of liability specified m the Contract Documents, or coverages and bmd:s required by law. 13 2 Supplier shall procure and maintain the following minimum insurance coverages and hmits of liability' Workers' Employer's Compensabon liability Statulory LImits $1,000,000 each accident $1,000,000 disease policy limit Sf ,000,000 disease each employee $2,000,000 each occurrence $2,000,000 aggregme (applicable on a per project basis) or such higher limits specified in the Agreement $2,000,000 each accident (If $2,000,000 per claim $2,000,000 annual aggregate


General liability



Professional Errors and orolssions requlred by Paragraph 13.2 d)


Commercial General Uabllity Insurance required under this Paragraph shall be written on an occurrence form (ISO Form CG 00 01 or equrvalent) and shall include coverage for Products/Completed OperatIons extendmg two (2) years after nnal acceptance of the Project by Owner or such longer period as the Contract Documents may require, Broad Form Property Damage including Completed Operations, Personal InJury, Blanket XCU and Blanket Contractual Uabinty Insurance applicable to Supplier's defense and Indemnity obllgallons under Article 14 below, and other contracttJallndemnibes assumed by Supplier under the Contract Documents Commercial General Liability Insurance shall include "stop gap" coverage for work In those states where Workers' Compensatlon Insurance is provided through a slale fund If Employer's lIabDlty coverage Is not available Aulomoblle LIability Insurance required under thiS Paragraph shall Include coverage for all owned, hired and nonowned automobiles Workers' CompensatIon coverage shaD Include a waIVer of subrogatlon against Mortenson and Owner


c d

If Supplier'S obbgations under the Agreement Include architecture, engineering or other professional serw:es, including surveying, Supplier shall procure, maintain, and pay for Professional Errors and Omissions insurance With rlfnits of not less than $2,000,000 per claim and $2,000,000 annual aggregate If such Insurance is written on a claims-made basis, the retroactive date shall be pnor to the start of any welk hereunder. S uppUer agrees to maintain such coverage for two years after final acceptance of the PrOject by Owner or such longer penod as the Contract Documents may require. Renewal pohcies durlng this period shall maintain the same retroactive date
Employer's liability, Commercial GenerallJab~1ty and Automobile lIabilrty Insurance may be arranged under

13 3

Purehase Agr... menl Standard Terms and Condlilons Rey!sed 0J..Il4.05


smgle policies for full minimum Ilmrts reqUired, or by a combination of underlying policies WIth the balance provided by an Excess or Umbrella Liability poliCY. The general aggregate on the Commercial GeneralLJabilily polICY shall apply on a project-specific basis 134 Supplier shall endorse fls Commercial General Liability (utilizing ISO endorsements CG 20 10 1001 and CG 20 37 1001 or eqUIValent), Automobile lJabifity and UmbrellalExcess liability policies to add Mortenson, OWner and such other parties as Mortenson IS required under the Contract Documents to name as addllionallnsureds on Mortenson's insurance, as "additional Insureds· with respect to ~abllity ariSUlg au! of (a) operations perfonned for Mortenson or Owner by or for Supplier, (b) Supplier's completed work, (c) acts or omlsslons of Mortenson or Owner In connection wifh their general supervision of operations by or for Supplier, (d) Supplier'S use of Mortenson's tools and equipment, and (e) claims for bodily Injury or death brought against any of Ihe additional Insureds by Supplier's employees, or the employees of its SUbcontractors of any tier, however caused, related 10 the performance of operatrons under the Contract Documents Such insurance afforded to Mortenson, owner and others as addltronal lnsureds under Supp6er's policies shall be primary insurance and not excess over, or conlnbuting wrth, any Insurance purchased or maintained by Mortenson or Owner or others required to be included as addHlonai Insureds 13.5 Supplier shall maintain in effect all Insurance coverages required under Ihls Article, and by the Contract Documents, at Supplier's sole expense and with Insurance carriers licensed to do bUsiness in the state In whIch the Project IS located "nil rlavrng"currern Po IVI r:>"'~llOIuny <.11 !lU'~ Uldllf<, IIIIlIU" V"-j, Uti,,,,,,,,,, uufelellt A.M. Bestlatlngis ac ..-epted by MOlteIlSOIlI" wnting In the event Supplier falls to procure or maintain any Insurance required by thls Article, Mortenson may, at Its option, purchase such coverage and deduct the cost thereof from any monIes due to Supplier, wrthhold funds from Supplier tn an amount sufficient to protect Mortenson and other Insured parties, or termrnate the Agreement pursuant to its terms 13 6 Certificates of Insurance shall be filed with Mortenson prior to commencing any work hereunder Renewal certificates shall be provided to Mortenson not less than ten (10) days prior to the expiration date of any of the reqUITed po~cies All CertifICates of insurance shail be In a form acceptable to Mortenson and shall proVIde sabsfactory eVidence that Supplier has compOed with all Insurance requirements Mortenson shaU not be obHgated to review certil1cates or other evldence of Insurance, or to advise Supplier of any deficienCies m such documents, and receipt thereof shall not relieve Supplier from, nor be deemed a waiver of Mortenson's right to enforce, the terms of Supplier's ohllgaUons hereunder All msurance policies shall contam a proViSlon that coverages and Ilmlls afforded thereunder shaH not be canceled, materially changed, non-renewed, or restrictIVe rnodif!caltons added, without thirty (30) days pnor written notice to Mortenson Mortenson shall have the right to examine any PoliCY required under the Agreement 13.7 To the extent of coverage afforded by BUilder's Risk or any other property or equipment floater Insurance applicable to the Material or the project or equipment used In performance of the Matenal or the Project, regardless of whether such Insurance IS owned by or for the benem of Supplrer, Mortenson, Owner, or thelT respectIVe agents and subcontractors, Mortenson and Supplier waIVe all nghts against each other and OWner, subcontractors, agents and employees each of the other, for loss or damage to the extent that the Interests of Mortenson and Supplier are covered by such Insurance, except such rights as they may have to the proceeds of such Insurance If policies of insurance provided by Mortenson or Supplier that are referred to In this Article require an endorsement to proVide for continued coverage where there IS a waIVer of subrogation, the owners of such poheies will cause them to be so endorsed 13.8 Any deductIble amount applied to any loss payable under the Bullder's Risk Insurance shall be borne by the Insured whose work or matenailS damaged In direct proportion as Its mdMdualloss bears to the total loss, regardless of whether SUch loss IS to work or material installed and completed, to materials stored on or off site, or to matenals In transit Mortenson and Owner neither represent nor assume responSibility for the adequacy of the BUilder's Risk Insurance to protect the interests of Supplier It shall be the obligation of Supplier to purchase and maintaIn any supplementary property Insurance that It deems necessary to protect Its interest In the Material 14. INDEM NITY. [See Indemnity Clause attached to the Agreement, which IS Incorporated herem) 15 BONDS.

15 1 If required In the Agreement. Supplier shall obtain and rurnish to Mortenson performance and payment bonds (the "Bonds") covenng the faithful performance of the Agreement and payment of all obligations anslng thereunder The Bonds shall be written on Mortenson's Supplier Performance Bond and Supplier Labor and Matena! Payment Bond forms, each In the full amount of the purchase Price Subject to the terms and provlsmns set forth In the Bonds, the penal sum of each of the Bonds shall be Increased In the same amount as any Increase In the Purchase PrICe The surety or sureties execullng the Bonds shall be authonzed to conduct surety business In the stale III whIch the Project IS located and shall be Itsted In the current United States Department of the Treasury Circular No 570, with an underwriting hmrtabon equal to or greater than the penal sum of the Bonds to be furnIShed. The premium for such Bonds, including any addHional premiums resulting from mcreases In the Purchase Price, shall be Included In the Purchase Pnce and shall be paid by Supplier 152 Supplier shall furnish all performance and payment Bonds required by the Agreement within ten (10) days of receipt of the Agreement, but In all events pilar to commencement of any work hereunder Should Supplier fall to furnish the required Bonds within the spectfied tlme, Mortenson shan have the right to terminate the Agreement pursuant to Article 11. 15 3 The Bonds to be obtained and furnished by Supplier shall be provided by a surety, or sureties, WIth a cUllent

Pun:hase Agreemert stand.rtI Terms and Condlllons Re_d 03-CJ4.05


A M. Best rating of A minus (A-) or higher. If the A M. Best rabng of the surety, or sureties, which execute(s) the Bonds subsequently falls below A minus (A-), then Supplier shall, WIthin ten (10) days of such change In the published raltng or upon receipt of wntten nobce from Mortenson, and at Supplier's sole expense, obtain and furnish to Mortenson replacement Bonds executed by a surety, or suretles,ln full compliance \IIIIth the Agreement The failure of Supplier to proVide acceptable replacement Bonds within the referenced tlmeframe shall be a materia! breach and default of the Agreement. 16 for Infringement PATENT INFRINGEM ENT. Supplier shall pay all royalties and license fees and shall defend all suits or claims of any patent nghts ariSing out of the Material

17 WARRANTY. Supplier warrants and guarantees that It shall furnish new Matenal of good quality, fit for the purpose inlended and free from defects and In compliance with all requirements of the Contract Documents; Ihat WIthout cost to Mortenson or owner It shall promptly remove and replace defectlYe Material and any other work arfected by such correcllon which may be discovered within one year from the date of final acceptance of the Prolect by Owner Notwrthstandlng the foregoing, SuppHer shall prOVIde any broader guarantee or longer warranty period required by the Contract Documents. Required equipment and system warranty documents and as-bullt drawings shall be delivered to Mortenson within thirty (30) days of delivelY of aD Material, or such earDer time as required by the Contract Documents. Nothing contained In this ArtIcle shall be construed to establish a pence or umllauon With respect to otner obllgatlOns which Supplier has under the Contract Documenls t:stabllShment or me one year time period herein (and any other period elsewhere In the Contract Documents) relates only to Supplier's specifIC obligations to remOVe and replace defective Material and has no relallonshlp 10 the time wrthtn which the obligation to comply with the Contract Documents may be sought to be enforced
1B DISPUTES. sole discretion, diSpute !IfIsIng 111 the and subject-to designate.

18 1 If arbitration of diSputes Is provided for In the Contract Documents, and If Mortenson, In Its elects to demand arbitration With Supp6er Individually, or as part of Joint proceedings with OWner or others, any between Mortenson and SuppUer under the Agreement, Includmg breach thereof, shaU be decided by arDltrabon provided for In the Contract Documents.. If Mortenson elects to demand arbitration with Supplier inclMdualfy, appHcabie law, ~roceedIrt9S shall be held In Minneapolis, M~ or such other place as Mortenson may


1B.2 If the Contract Documents do not provide for arbrtration and If Mortenson, in Its sole discretion, elects to demand arbitration with Supplier indiVidually, or as part of JOlnl proceedings Wllh Owner or others, any dispute anslng between Mortensen and Supplier under the Agreement, Inclucllng breach thereof, shall be deCided by arbitration In accordance With the then current Construction Industry Arbrtratfon Rules of the American ArbltralJon AssoclatlOll. Subject to applicable law, arbitration proceedings shall be held in Minneapolis, Minnesota, or such other place as Mortenson may designate The award rendered by the arbitrator pursuant to Paragraphs 18 1 or 18.2 shan be final, and judgment may be entered upon It In accordance with applicable law In any court haVing junsdiohen thereof. 1B 3 If the Contract Documents provide administratIVe procedures for resolution of diSputes, Supplier agrees to comply with such procedures and submit any claims or disputes to Mortenson in such manner and time as WlHpermit Mortenson to comply with such administrative procedures Supplier agrees not to Instilute (and to stay) legal or other proceedings agamst Mortenson until such administrative procedures and remedies have been exhausted, and agrees to fuDy reimburse Mortenson for costs and expenses, Including reasonable attorney's fees, Incurred by Mortenson In the enforcement of thiS Paragraph 18.4 Any claim by Supplier involvmg, In whole or in part, acts, errors or omissions of Owner or Architect, or other agents or representabves of Owner, as determined by Mortenson In its sole dlSCrebon, shall be subject to and governed by thIS Paragraph Such claim shaD be submitted In wntmg to Mortenson In such bme and manner as will permit Mortenson to comply Wllh the contract Documents Such claim shall conlam a written entitlement narrative and an itemIZation of pncmg for review and approval by Mortenson If Mortenson, in lis sale discretion, determines not to approve such wntten claim, Supplier shall revise and resubmit such clam If Mortenson, in its sole discretion, decides not to proceed with such claim, Supplier, to the extenl it detennlnes to pursue such ctaim, shall be oblJgated to pursue such clalm cilrectly against Owner, and Supplier agrees not to instrtute (and to stay) legal or other remedies againsl Mortenson until aD legal proceedings against Owner with respect to such claim are final and complete If Mortenson, in lis sole discretion, decides to proceed with such clalm, Supplier agrees not to instlMe (and to stay) legal or other remedies against Mortenson untU all legal proceedings against OWner Wllh respect to such claim are final and complete. Supplier's nght of recovery, anslng from acts, errors or omiSSions of Owner or Architect, or other agents or representatives of OWner, shall be limited solely to that dollar amount and other rebef, which IS recovered from Owner and Mortenson shall not be bable to SuppUer for any momes or other relief except those paid to Mortenson by Owner for the benefit of Supplier. supplier hereby agrees to make no clalm to further payment beyond the Purchase Price arising out of Ihe aels, errors, or ormsstons of Owner or Architect, or other agents or representatIVes of Owner, other than to the extent that Mortenson may receIVe funds from Owner on behalf of Supplier, which funds shall be paid by Mortenson to Supplier less costs and expenses Incurred by Mortenson In prosecuting such clalms 19. ASSIGNMENTAND SUBLEmNG.

19 1 Neither the Agreement nor any momes due or to become due hereunder shall be assigned Without prior written consent of Mortenson. Any assignment Without pnor wntten consent shall be of no effect and shall vest no right In the assignee against Mortenson Mortenson's consent to any assignment shall not relieve Supplier of any of Its obligations under the A9reement and the Contract Documents, and SupplIer shall remain as ruDy responSible for the defaults, acts and crmssons of Its assIgnee and all persons dlreclly or Indirectly employed by its assignee as it IS fer Its own defaults, acts and omissions and those or Its own

PUlGhase Agreement standard Terms and CondibGns Revised 0344.Q5


officers, agents, and employees 19 2 Supplter shall submrt to Mortenson a listing of all subcontractors and suppliers with respect to the Material Supplier shall bind each of Its subcontractors and suppliers to all of the provISIons of the Agreement and the Contract Documents WIth respect to the Material Mortenson's consent to any subcontracting shall not create any contractual relationship between Mortenson and any subcontractor or supplier of Supprrer to whom the Malenal or any portion thereof IS subcontracted and shall not relieve Supplier of rt sole responsibility for the work of any such subcontractor or supplier. 20 EQUAL OPPORTUNITY. Suppber, dunng performance of the Agreement, shall take affirmatrve action to Insure that all employees and applicants are treated without discrlmlnallon WIth regard to race, color, creed, age, sex, disabUlty, or national orlgll1, shall comply with aU applicable federal, state and local laws, crdmances, orders and regulallons wrth respect to employment practices, and shall cerbfy that It does nol maintain or provide for Its employees any segregated faCillhes at any of Its establishments as required by the law, ordinance, order or regulabon. 21 CONTINGENT ASSIGNM ENT OF AGREEMENT. Supplier hereby consents to aSSIgnment of the Agreement

between Owner and Mortenson pursuant to the terms thereof. In such event, Supp er agrees to camp e e ate a for t e ne of owner (or owner's Lender), cond"lIJoned upon Owner's (or OMler's lender's) written agreement (1) to pay for all labor, material, and serviees furnished at OWner's request and (2) to pay for all labor, matenal, and services preViously rendered to the exterrt such amounts are due and payable 10 Supplier under the terms of the Agreement.

by Mortenson to Owner (or OWner's Lender) prOVIded that such assignment is effective only after Owner's termination of the Contract

22 22 1
shaU nol extend orequrty.

MISCELlANEOUS. Mortenson's waiver of a breach of the provislOlls of the Agreement must be specifically set forth In wnbng and other or future breaches Mortenson's remedies herein are cumulative and In addilion to other remedies in law

to any

22 2 Supplier shall perform the prOVISions of the Agreement as an Independent contractor and IS not, and shall not be deemed, an agenl or employee of Mortenson
22.3 In the everrt any term or provision of the Agreement Is deemed void or unenforceable, It shall not thereby nwalldate or be construed to Invalidate any other term or provision of the Agreement, whICh shall remain In full force and effect. IN WITN ESS WHEREOF, Agreement as set forth above. Supplier and Mortenson herein acknowledge these Standard Terms and Conditions of the



""rc""$O Agreement SWv;I.rd Term$ "nd CQrulltlons Reldsed IJW4.05



~ 1.4~'!·1 '8b-ui5j_ -~- -- ~




INDEMNITY - Article 14 of the Standard Terms and Conditions Washington
The following Article 14 is attached to and forms a part of the Standard Terms and Conditions of the Agreement between Supplier and Mortenson. 14.1 To the fullest extent permitted by law, Supplier shall defend and indemnify Mortenson and all others whom Mortenson is obli ated to defend and indemnif b the Contract Documents, (collectivity ''the indemnified parties") from and against any and aUsuits or claims alleging damages, losses and expenses, including attorneys' fees, attributable to injuries to persons or damage to property (including loss of use), arising out of or resulting from the Material furnished under the Agreement, including all suits and claims for which any or all of the indemnified parties may be or may be claimed to be liable, and including all suits and claims that arise during and after construction of the Project, but only to the extent that such suits and claims also arise out of Supplier's negligence or other wrongful conduct. Supplier understands and agrees that this paragraph obligates Supplier to defend and indemnity the indemnified parties from all suits and claims that allege negligence or other wrongful conduct on the part of the indemnified parties, and to pay all costs of defense of the indemnified parties, including attorneys fees and ancillary costs and expenses incurred by the indemnified parties. Supplier understands and agrees that this paragraph also obligates Supplier to pay any and all attorneys fees and expenses incurred by any of the indemnified parties in connection with enforcing the obligations of this Article 14 14.2 Supplier further agrees to obtain, maintain and pay for commercial genera! liability insurance which conforms to Article 13, Including completed operations coverages, and such other insurance types and limits as are specifically required by Article 13, to secure the provisions of this Article 14. 14.3 Supplier understands and agrees to undertake these obligations regardless of whether the injured person asserting a suit or claim is an employee of Supplier, its Suppliers, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. Supplier's indemnity obligation under this Article 14 shall not be limited in any way by the operation of a workers' or workmen's compensation act, any disability act, or any other employee benefit act. Supplier and Mortenson agree that this Article 14 complies with the requirements of WASH. REV. CODE § 4.24.115. THE SIGNATORIES TO THIS SUBCONTRACT HEREBY CERTIFY THAT THIS INDEMNIFICATION AGREEMENT HAS BEEN MUTUALLY NEGOTIATED. IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge this Indemnity Clause as set forth above. 14.4


Supplier BY,~~

SuppilorWastonglon Revised Dl-11-05



Cheney Stadium Upgrade Phase III 2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015

Purchase Agreement Supplementary

Terms and Conditions

Attached to and forming a part of the Agreement between Roscoe Steel Company, ("Supplier") and Mortenson, effective as of 26th day of March, 2010. 1. The Purchase Agreement and the Purchase Agreement Standard Terms and Conditions are amended as follows: a. Item 8.5 of the Standard Terms and Conditions will be an extra service provided by Roscoe, to be priced at a later date. 2. Supplier agrees to comply with the following Project site work rules and working conditions: b. Supplier agrees that all correspondence prior to the date of this agreement is replaced by the terms and conditions set forth in this agreement. c. Supplier agrees that work authorizations shall be valid only if signed by Mortenson's Project Manager, Superintendent, or designated representative on the day that the work is performed. d. Suppliers are responsible for all costs to obtain drawings and specifications. Mortenson will make electronic copies available for review on a project website. Supplier is also responsible for assuring that the Addenda and other revisions are incorporated correctly and timely. e. Supplier is required to review the specifications as a whole and not as individual sections to determine the work required Taking the individual sections together provides details for aU work to be performed. Individual sections, by themselves, may not contain sufficient details to complete the work described in that section. Reference to additional sections may be necessary to determine the total work required to complete the work specified in any individual section. f. Supplier agrees to accept full responsibility for the intermeshing, coordination, and acceptance of its deviations and substitutions with all affected work, other Suppliers, Mortenson, and OWner.

g. Mortenson will oversee a Quality Management Program for this project. Supplier compliance with this program is mandatory. Copies of the Quality Management Program are available for review at the project site office. h. The following items shall be required in preparing submittals:


Deviations, substitutions, and/or variances to the contract documents must be clearly identified and explained for formal Engineer approval. Deviations, substitutions, and/or variances approved must be coordinated with all affected parties by Supplier and any costs resulting from the deviation shall be borne by Supplier. Note that no substitutions shall be made unless specifically approved in writing by Mortenson. Owner may require that Supplier provide a Corporate Guarantee of performance tor materials used in substitute for those specified.


Catalog data with multiple model numbers, etc. shall be clearly identified by highlighting or circling the specific model/item Supplier is submitting on. If optional equipment is purchased with the unit, the specific optional equipment must be identified on the submittal. Include all engineering and structural supports required for installation of the systems and equipment for Supplier's work. All systems shall be installed to meet the requirements of IBC 2006, Seismic Zone 4 and Supplier shall provide engineered documentation to show compliance of the installation with this standard. Provide a full one (1) year labor & material warranty for all work provided by this Subcontract. ALL warranty periods (including equipment) begin at the date of substantial completion.




Supplier acknowledges that prior to the execution of this Purchase Agreement it has by its own independent investigation: i. Carefully determined the quantity of its Work, the cost of performing such Work, and carefully applied its own prices to its quantities, and, Acquainted itself as to the plant, labor and material required for its Work and warrants that such plant, labor and material are available to it, and, Ascertained the general and local conditions involved in performing its Work, including but not restricted to, those bearing upon location of the Work, accessibility and character of the site, quality and quantity of surface and subsurface water, materials, or obstacles to be encountered, the character and extent of existing work within or adjacent thereto, other work being performed thereto, transportation, disposal, handling and storage of materials, availability of labor, labor scales, and likelihood of increase, if any, location and availability of utilities and access roads, the character of equipment and facilities needed for the prosecution of the Work, uncertainties of weather or physical conditions at the site, and all other matters which can in any way affect the Work or the cost thereof under this Purchase Agreement, and, Verified all Information furnished by Mortenson or others and is sausfred wrth the correctness and accuracy of that information. Any failure of Supplier to acquaint itself with all the information concerning the items listed above and any other items or conditions that would affect performance or cost will not relieve it from responsibility for estimating properly the difficulty or cost of successfully performing the Work.






Supplier understands the urgency in completing their respective scope of work, and will provide crew sizes and materials as necessary to maintain the mutually agreed Project Schedule.

k. Supplier agrees to provide cost estimates and change order proposals that provide a breakdown of changes in a manner in which the Contractor requests. This may include unit pricing or pricing by system.

L MATERIAL HANDLING: i. Supplier shall coordinate with Mortenson all delivery requirements for its materials at least 24 hours in advance. Access to the site for deliveries during construction shall be as directed by Mortenson's superintendent or superintendent's designee. All deliveries to the project site must comply with the City of Tacoma approved traffic control and construction haul route plan.


m. City of Tacoma Work: Hour, Noise & Haul Route Restrictions. Supplier shall comply with City of Tacoma work hour, noise and haul route restrictions. The following actions will be taken to reduce the petenttal for off site noise 1m . activities: i. ii. iii. iv. Delivery equipment will be properly maintained and strategically placed on the property as to reduce the noise impacts. All equipment designed to be used with mufflers will be fitted with correctly sized and properly functioning mufflers. Equipment expected to idle for more than 30 minutes either shall be turned off or located more than 200 feet from sensitive receivers. To the extent feasible and practicable. material staging areas, parking areas, and any other enterprises whose noise may disturb nearby sensitive receivers shall be located as far as feasible from these receivers. Noise producing construction activities will be limited to the hours between 7:00 a.m. and 9:00 p.m. on weekdays and 8:00 a.m. to 6:00 p.m. weekends and holidays.



AU field engineering or survey benchmarks maintained throughout the project duration.

or designations shall be protected and

Supplier shall include the higher quality and/or greater quantity of an item if a conflict is discovered in the contract documents.

IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge these Supplementary Terms and Conditions as set forth above. Roscoe Steel Company Supplier B~~ y~-




Cheney Stadium Upgrade Phase III 2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015

Exhibit A - Scope of Work
Attached to and forming a part of the Agreement between Roscoe Steel Company, ("Supplier") and Mortenson, effective as of 26th day of March, 2010. The Work shall include the following, without limitation:

following specification sections: 051200 Structural Steel Framing Metal Fabrications Steel Decking Steel Joist Framing Complete Partial Complete Complete

055000 053100 052100
2. Without limitation, Agreement:

the following


are Included

in the Work

of the

a. Supply all design-assist services, engineering (for joists only). detailing, equipment, material, fabrication, tools, transportation, supervision and related services required for complete supply of all structural steel, weld studs (where connected directly to steel), connections, secondary steel, tube steel (including any AESS and or HSS steel indicated on structural drawings), cross bracing, all special structural steel systems in accordance with the Contract Documents, applicable building codes and as may be further defined by this agreement. b. Supplier will provide a price for as-built existing conditions prior to beginning fabrication. Supplier will assume all responsibility for final dimensions where steel structure ties into existing pre-cast elements (raker beams). c. Supplier '.... include bent plate slab edges at tho perimeter ef the floor slab. m Supplier will provide bent plate in all etAeJ: IDeations required by the contract documents, in addition to tRe building perimeter. d. Supplier will provide ledger identified on E, J, K on S5.10. e. As part of this scope, the supplier(s) agrees to work with the Design Team {design-assist} to further develop member sizes and connections that provide the most efficient cost and/or scheduling plan for incorporation into the final Construction Documents and the project.


The supplier will be required to work with the design and construction teams to further develop the schedule and the most cost effective approach to the work.

g. Supplier specifically recognizes and acknowledges that this is a fast-track project .and, current design information may be preliminary. or otherwiso"undefined at this. . time. Supplier r=ecogmzosthat the scope however, shall inolude all neoessary work for a oomplete and quality installation, regardless of whother or not tho work is fldllyidentified.

h. Following selection, supplier will develop a mill order and a detailing schedule within the following timelines; i. Mill Order - developed and placed within ten (10) working days from Notice- To-Proceed. ii. Detailing Schedule - within twenty (20) working days from Nonce-ToProceed. i. The supplier in conjunction with the erection Supplier will develop an erection sequence/plan and a detailing schedule. The schedules must support the established erection sequence. Supplier will submit to Mortenson every Monday the previous week's completed piece fabrication tickets and updated schedules.


k. Supplier shall furnish for installation all structural steel framing including, but not limited to; anchor bolts, structural bolts, shim packs, erection aids, structural steel, bent plates, and plates.


Provide framing for openings in decking for mechanical and electrical systems at opening 2 x 2 or larger. Provide anchorage points for safety rail on all elevated decks. Fabricator shaH engineer a fall protection system in oonjunction with the Steel Erector. Supplier shall provido cable, turn bucKles and anchoring hardware for fall protection system, as developed • ith Ereotor. ....

n. Prime paint all structural stool mombers unless directed otherwiso by Mortenson. o. Supplier includes structural support of precast stairs and metal decking landings. Sohematio structure has boen shown. In addition, bidder shall include intermediate supports for landings and stair risers. p. Tho following quantities shall be inoluded as allowanoes in the preparation of this bid proposal for areas • herein the srope is not completely definable. .... "1'.IIo' anoes" shall inolude all ordering, detailing, ooordinating, all 1'.36materials, .... primod Profit and overhead mark ups shan be inoluded in the base bid price for all ..allo· anoe" work. Any unused allo'flanoe shall return to Mortenson pro Fated .... on #Ie amount !:lsod. Similarly, any additional steel required for these detail •... . iII be added on a pro rated basis: i. Struotural Steel Roof Oflening Frames (BIS5.5): 2000lbs ii. Struotural Steel SOMD Opening Frames (J/SS.4): 4000 Ibs q. Supplier shall furnish all metal decking and bar-joists for this project. r. Furnish all closure strips, edge supports, and all accessories for a complete installation of all metal decking systems and areas.

s. Furnish metal deoking for landings 1.

at pro cast stairs.

Furnish all slab edge metals required to complete details US5.4 and M/S5.4. Bent plate at the perimeter of the floor slab is by others. All other slab edge closure, including bent plate if required, is by this supplier. Supplier cannot assume that shoring will be provided, all edge conditions must be sized to be selt-supportlnq .

u. Furnish all bar joist roof support members. Include all bearing pads, erection aids, and/or embed plates required to support roof Joists.

Pro'lido for an "allo'.... aooo" for the following work above and beyond what is indioated in the dFa'Nings and specifioations. "Allowanoes" shall inoluee all

ordering, detailing, ooorolAating, supply, fabrioatian. and delivery. Profit and overhead mark ups shall be inoluded in the base bid prise for all uallo".. . anoe" 'Nark. Any unused allowanoe shall return to Mortenson pro rated on the amount used. SiFFlilarly.any additieRal steel roql-lired for these detail will be added on a pro rated basis:

i. Alla'N for 1\','0 hundred (200) linear feet of 12 gage metal oustom bent motal desk olosure/edge material'Nith a horizontal dimension of 12 inohes
and a vortioal dimension oqual to the depth of the slab thiokness for forming of un detailed slab edge oonditions (soe Rete "TYPIC/'ll SLAB EDGE OPENING· on sheet LISSA).


a. h. c. d. e.

g. h.

j. k. I. m. n. o. p. q. r.

Aluminum materials Access doors or panels Fastners entering wood (except where included at beam seats). Carpentry hardware Cast iron items. Decorative interior railings Expansion joint covers Furring channels or angles Grout and grouting Hollow metal frames Metal studsltracks Stainless steeVNon-ferrous metals Simpson joist hangers Smooth rods or dowels Unistrut materials Chain link fencing Washington State Sales Tax Reinforcing bars

IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge this Exhibit A as set forth above.

Roscoe Steel Company Supplier

By ,

Cheney Stadium Upgrade Phase III
2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015

Exhibit B - Purchase Agreement Price
Attached to and forming a part of the Agreement between Roscoe Steel Company, and Mortenson, effective as of 26th day of March, 2010. ("Supplier")

Base Bid Credit Washington State Sales Tax Add Supplier Bond (1% of subtotal) Contract Value


$874,000 30,500> $ 8,435 $851,935

Bonds The Purchase Agreement Price includes the cost for all Bonds required in the Agreement. Such costs shall be identified as line items on the schedule of values provided by Supplier, and shall be paid by Mortenson in accordance with Article 7 of the Terms and Conditions of the Agreement. Allowances Allowances shall be performed at agreed upon lump sum or unit costs, or in the absence thereof, at Supplier's actual cost for materials, labor with associated burden and taxes, and equipment at 100% AED rates (such rates shall include all fuel and maintenance costs, no additional cost for these items will be considered). No additional administration costs (overhead) or fee (profit) for Supplier will be allowed - (overhead and fee is included in the base bid price for all allowance work). Alternates The following alternates are included in the Agreement, and if selected by Mortenson in writing, shall be incorporated into the Work and shall increase or decrease the Purchase Agreement Price at the amounts stated below: IN WITNESS WHEREOF, above. Supplier and Mortenson herein acknowledge this Exhibit 8 as set forth

Roscoe Steel Company



.Z3€Jc cct-



Cheney Stadium Upgrade Phase III 2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015


c - Schedule

Attached to and forming a part of the Agreement between Roscoe Steel Company, ("Supplier") and Mortenson, effective as of 26th day of March, 2010. Subject to Paragraph 6.1 of the Terms and Conditions, Supplier shall prosecute and complete the Work in accordance with Mortenson's Preliminary Construction Schedule dated 5/1/2010. Supplier shall comply with the following schedule requirements and milestone dates:

l\lI submittals l shop dFa'Ningsfor the main struGturo to MorteAson by 7/29/2010 (main struGtUFeis all structural steol and elevator support steel).
Submittals 1 shop. drawings for the balance of the scope of work to Mortenson by 8116/2010.



All main structure steel on site by 10f1§/2010. All decking to be on site to support slab on metal deck and roof schedule (first delivery
approximately 1012212010).



All open web roof joist to be on site to support roof schedule (first delivery approximately 1111 0/201 0).

Mortenson shall periodically update the project schedule and inform Supplier in writing of any suggested changes. Supplier shall notify Mortenson within five (5) days of any inability to comply with the schedule or milestone dates. Otherwise the revised schedule shall be deemed accepted by all parties and becomes the schedule for Supplier.

IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge this Exhibit C as set forth above
Roscoe Steel Company Supplier

Cheney Stadium Upgrade Phase III 2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015

Exhibit D ~Contract Documents List
Attached to and forming a part of the Agreement between Roscoe Steel Company, ("Supplier") and Mortenson, effective as of 26th day of March, 2010.

o o o

Addenda #1 Addenda#2 Addenda#3 Addenda #4

5/14/2010 5120/2010 5/24/2010 5/28/2010

The Contract Documents include the following: DRAWINGS: Num
S1.1 S1.2 S1.3 S1.4 S2.1.1A S2.1.18 S2.1.1C S2.1.2A S2.1.28 S2.1.2C S2.2A S2.28 S2.2C S2.3A S2.38 S2.4A 52.4B S2.4C S2.5A 82.58 82.6 83.1 832 S3.3 83.4

Drawing Name


OS/26/10 OS/26/10 05/20/10 05/20/10 05/20/10 05/20/10 OS/20/10 05/20/10 05/20110 05/20/10 05/26110 05/26/10 05/26/10 05/26/10 05/26/10 05/26/10 05/26/10 05/26110 05/20/10 05/20/10 05/20/10 05/26/10 05/20/10 05/20110 05/20/10

53.5 S3.6 83.7 53.8 S4.1 S4.2
S4.3 84.4


05/20/10 05/20/10

05/26/10 05/20/10 05/20110 05/20/10

05/20/10 05/20/10 05/20110 05/26/10 05/26110 05/20/10 05/20/10 05/26/10 05/26/10 05/26110 05/20110 OS/26/10 OS/26/10 05/26/10 05/20/10 05/20/10 05/20/10 05/20/10 05/20/10 05/20/10 05/26/10 05/20110 05/26/10

S4.5 S4.6
S4.8 S4.11 54.12 55.1 S5.2 S5.3 S5.4 85.5 S5.6 S5.7 S5.8 S5.9 S5.10 S6.1 66.2 56.3 56.4 57.1 57.2 S7.3 57.4

05 1200 05 2100 05 3100 05 5000 06 1324 061500Structural S1eel Framing S1eel Joist Framing Steel Decking Metal Fabrications Structural Glued-Laminated Timber Wood Decking

5/1212010 511212010 5/1212010 5/1212010 5/12/2010 5/12/2010

IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge this Exhibit 0 as set forth

Roscoe Steel Company Supplier


Se-...,_ ~


IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge this Exhibit D as set forth

Cheney Stadium Upgrade Phase III 2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015

Exhibit G - Building Information Modeling (81M) & 3D MEP Coordination
Attached 10 and forming a part of the Agreement between Roscoe Steel Company and Mortenson, effective as of 26th of March, 2010 PURPOSE OVERALL - To thoroughly and effectively resolve coordination and design conflicts prior to construction through the use of Building Information Modeling (BIM). This allows all parties to see the overall picture, creating a welkoordinated quality project completed on time and within budget. CONCRETE - Provide Mortenson self-performed concrete personnel with detailed Integrated Work Plans which incorporate pre-planned embeds, sleeves, box-outs, and housekeeping pads into a Single source document. STEEL - Provide steel fabrication models for inclusion into the project model and assist in coordination and schedule verification. MEP-FP - Provide full project MEP models for detailed 30 MEP Coordination in order to increase pre-fabrication and productivity, and reduce job-stopping conflicts and rework. PROCESS 1. Each Supplier is responsible for the layout and coordination of their detailing & shop drawing work and coordination with other Suppliers and Mortenson. This shall include attending coordination meetings with the proper staff and furnishing all coordination drawings (print and 3D model files) as required by Mortenson. Mortenson will facilitate these coordination meetings. 2. Suppliers will receive original 20 and/or 3D model files from Mortenson (from AlE) to begin the coordination process. These drawings shall be used for reference only and are not to be considered part of the contract documents. It is highly advised that the Supplier verifies these drawings with the contract documents prior to beginning work. 3. The process begins with modeling of all architectural, structural, and civil components. 4. Once these items are complete. detailed MEP coordination (above ceiling, underground, etc) begins. There will be a project MEP Coordination Kick-off meeting in Which Mortenson will explain the project specific items in detail. The coordination will begin with the establishment 01 20 cross-sections of both typical and high-congestion areas in order to determine elevations and locations of priority items. These locations will signed-off by Suppliers (reter to MEP Coordination Priorities). 5. Suppliers shall proceed with modeling of priority items based off signed-off cross sections;: followed by items of less priority and more flexibility_ 6. During the 3D coordination process Suppliers shall hold additional meetings - outside of Mortenson facilitated meetings - to resolve conflicts in a timely manner and per the coordination schedule.

7. Suppliers shall submit a 3D coordination model to Mortenson by the dates listed on the coordination schedule. Mortenson will combine each Supplier's 3D models into one 3D model and facilitate in determining conflicts. Once conflicts are determined, Supplier shall be responsible for coordinating their work, including reworking their 3D model until conflicts are minimized to a point where all parties are satisfied. 8. Major changes made during the 3D coordination process {as during any time in construction} shall be clearly documented, and submitted through the proper channels {i.e. RAY to the architectlengineerfor approval. Minor changes made during the 3D coordination' process shall be noted on as-buill documents. 9, Following 100% coordination and agreement on 3D model, ~Field Installation" drawings shall be signed by all participating Suppliers. Supplier agrees to be responsible for locating their respective components as shown in the 3D model and "Field Installation" drawings. ny e emen no Inc u e rna e e sap ace e upp ier a ns or cos s associa e Wit rework caused by interferences (clashes) due to lack of modeling detail. 11. Supplier agrees that coordination will be on-going. Supplier shall be responsible for updating the 3D model and "Field Installation" drawings on a bi-weekly basis throughout the construction process. This includes but is not limited to: a. Incorporation of RFI's, ASI's, C8's, OR's, etc. b. Submittal comments and revisions on approved shop drawings. c. As-built field modifications. ' d. As-built documentation items - valve tags, access doors, etc.

1. Supplier shall send a test model file prior to finalizing Supplier agreement, or as required by Mortenson. This is to ensure that model format is usable for the coordination process. 2. Mortenson will set up an FTP site which will contam all necessary file information and procedures. Each Supplier and design team member will have access This will be the main path for distributing files and information (unless otherwise determined by Mortenson). 3. Supplier shall export 3D models to Mortenson in a format that is usable in Autodesk Software versions 2007,2008; acceptable file formats are .... WG, *.RVT and "'.lFC. D 4. Supplier shall inform Mortenson of any object enablers, software plug-ins, 3D viewers, etc required for Mortenson to view their 3D models with Autodesk 2007 or 2008 software. The required plug-ins will be downloaded, and posted to Mortenson's FTP site (or equal) for use by entire project team. Below are examples of common software plugins: a. Quickpen 3D PipeDesigner viewer v. 3.6/3.9 b. CAD DUCT plug-in c ADT object Enabler 2006/2007 d. ABS object Enabler 2006/2007 9. IFC to OWG converter 5. Supplier shall name files according to the standard as determined by Mortenson at the beginning of the project. This file name supersedes any intemal naming conventions that the Supplier may have. 6 Model file origin, unless otherwise specified, shall be designated by the location of the architectural model. All objects shall be placed at the proper "zu elevation above sea level, or as determined by Mortenson. 7. Extent of model. The building computer model (in plan view) shall extend to five feet beyond the furthest reaching exterior walls of the building. Scope also includes civil/site model to the property line including contours and site structures. Vertically, the model shall extend from the lowest extent of the foundation up through (and including) the roof of the top most floor or equipment. To the extent that the scope Includes building systems, those systems will be included to the full horizontal and vertical extents of the model including underground utilities and roof-top mounted items.

8. Model working units, unless otherwise specified, shall be in inches. If the model is created in metric, all conversions to imperial dimensions should be completed prior to submitting model. 9. All base models shall be modeled to a level-at-detail equal to or greater than that typically shown in a 2D plan, section, or elevation drawn at 1/8" ;; 1'-0". Detailed models for specific areas of the project may require a greater level-of-detail. 10. All revised 3-D model or 2-D document submittals will have a written narrative to define changes from previous SUbmittals. Typical drafting techniques such as 'clouds', 'bubbles', etc. are acceptable means of change tracking for 2-D submittals. Layer control should be used to define changes in 3-D model. 11. Documentation of Coordination: The following will be included as a zipped file and posted by Mortenson for all Suppliers and design team members after each coordination meeting. This information cannot be modified and is used as a means of recording the coordination process. a. A record of the Original CAD data used for ~Sign-OW documentation. b. A NavisWorks (NWD) published file that includes the final clash reports and comments. c HTML or PDF filels of above reports. d. 20 print out that includes composite floor plan, text clash report, and clash bubbles in the plan signed by all Suppliers involved. 12. Objects and systems must be represented in 3D as solids or ADT/ABS objects. All objects represented in models, no matter how abstract or detailed, shall be SIZED and LOCATED as dimensionally accurate 13. Supplier shall download the free Navisworks Freedom Viewer (http://navisworks.com) to view 3D coordination models at a minimum. It is highly suggested that the Navisworks Jet Stream software be purchased by the Supplier.

1. Supplier shall be responsible for modeling all aspects of its Work as required by Mortenson for complete building coordination and quality control. 2. Supplier shall provide models to support MEP coordination, as well as, overall project schedule. This shall be based on a schedule established during project buyout. Supplier shall be expected to re-model and resubmit coordination models a minimum of two (2) times per week, or as required to meet project and coordination schedule requirements. 3. Suppliers shall provide 3D models with a scope representing a minimum of what is typically drawn in 2D or as required for proper coordination. 4. Suppliers shall be responsible for accessing the most current drawing and model files throughout the coordination process. 5. The Supplier specifically agrees that the coordination model is only a means of coordination and that the Supplier is responsible for cross-referencing original contract drawings with all model information. 6. SuppUer shall be solely responsible for coordinating their scope of work to meet the design intent of the contract documents and any applicable codes. 7. Suppliers shall provide "Field Installation" drawings for final sign-off of deslqnatsd coordination areas. These are annotated 2D drawings that accurately represent the coordinated 3D model, including but not limited to, elevations, sizes, dimensions, directional changes, clearances, etc. S. Supplier specifically agrees to maintain current as-built drawings and 3D as-built model, and make these available for Mortenson's review on a monthly basis. Updated as-built drawings and 3D model will be a condition for the release of monthly progress payments. 9. The level of detail defined in each section below is the minimum level of detail required in the model. Greater detail than the minimum will be incorporated in the architectural model

as required by Mortenson. The specific Suppliers will be responsible for adding required detail to their portions of work. 10. Civil: The following stipulations will be used for civil model components: a. Supplier shall model grading contours and site structures (proposed and existmg) to nominal dimensions. 11. Site Utilities: The followmq stipulations will be used for site utilities model components: a. Supplier shall model piping and structures (proposed and existing) to nominal dimensions. b. Supplier specifically agrees to model trenching for site utilities as required for construction and safety purposes. 12. Architectural: The following stipulations will be used for architectural components: a. Mortenson shall rovide in 3D format all exterior walls, doors, windows, steps, railings and roofs. b. All interior walls, including rated, non-rated, and full-height will be modeled. Rated walls shall be modeled to differentiate from non-rated walls. Studs and individual layers of drywall will not be modeled unless deemed necessary. c. Risers and sloped floors will be modeled. d. Interior doors and windows will be modeled to the extent that the walls that they are associated with are included in the model or to the level of detail deemed necessary. e All interior ceilings, soffits, stairs, and railings will be modeled. Gyps!Jrn soffits and ceilings shall be modeled to differentiate from acoustical tile ceilings. f. Walls, ceilings, and soffits will be modeled as the overall thickness including elevation changes and termination points. Acoustical ceiling grid support systems may be modeled if deemed necessary for successful coordination. g. Doors, window leaves, and frames will be modeled if it is considered "value added" to the project. Door and window hardware will not be modeled. h. The overall extent of stairs and loading docks will be modeled including railings. Intermediate railing members will not be modeled. i. Elevator shaft clear space will be modeled to the clear width, depth and height only; nominal elevator cab size and overrun shall be modeled including hoist beam. Related electrical equipment and clearances will be modeled. Elevator cabs will not be modeled. j. Furnishings, equipment, casework will be modeled as required. Carpet, paint, wall coverings, tile, wall base and trim carpentry will not be modeled. k. Any further modeling questions will be addressed as needed and Mortenson will decide what is necessary and what is irrelevant for model coordination purposes. 13. Cast-In-Place Concrete and Pre-Cast Concrete: The following stipulations will be used for concrete model requirements: a. Mortenson shall provide 30 model information for all cast-in-place concrete and precast concrete. This includes all penetrations and openings identified in construction documents. Additional penetrations and openings required by other trades shall be the responsibility of that trade. b. Concrete decks shall be modeled as the overall thickness of the slab, unless further detail is required for coordination (i.e. pan & joist decks). c. Slab camber and chamfers at corners will not be modeled. Reinforcing steel and embeds will not be modeled unless required for additional coordination. 14. Structural Steel: The following stipulations will be used for structural model components: a. Supplier shall model all primary and secondary structural steel members, including standard steel member sizes, gusset plates, braces, equipment supports, and kickers. Bolts, clip angles, etc. will be modeled by the detailer/fabricator at select critical areas as directed by Mortenson. Motal desks shall be modeleEf as the overall thiokness of tho slab; ribs in metal desks will not be modeled. Edges of all slabs and penetrations of structural systems will be accurately located in the model. Spray

applied fire proofing will be modeled by others as an overall thickness if deemed necessary for coordination. b. Supplier shall, '.... en creating 3D model, shall create a macro for all e~erior and h interior edge plate locations to allo'....automatio relocation of the edge plate w-it11out any additional cost to the project for detaJilng. c. The working 3D model for the structure will be shared with the Mortenson and design team members at least once every week. This will be by means of posting to Mortenson FTP site. Once steel shop drawings have boen approvod, the steel model will be updated to incorporate any RFI's, ASl's or design changes only. 15. HVAC: the following stipulations will be used for HVAC model components: a. Supplier shall model and coordinate all ductwork, air handling units, and equipment. Ductwork shall be modeled to the outside face dimension of flanges or insulation, whichever is greater. Supplier shan model all duct hangers. External duct flanges will be modeled. b. Supplier shall model equipment to its overall height, width and depth. Equipment access zones shall be modeled as solid objects. Equipment also includes prepurchased equipment, as applicable. c. Supplier shall model grilles, diffusers, registers, vents, etc. to include proper clearances. d. Supplier shall model all mechanical piping and equipment. Pipes will be modeled to the outside diameter of pipe or pipe insulation, whichever is greater. Supplier shall incorporate pipe slope into the model. e. Supplier shall model valve locations, drains, vents, and other maintenance items requiring access. Fittings and connections are not required to be modeled. f. Supplier specifically agrees to model larger pipe supports (i.e. in mechanical spaces, mechanical shafts, penthouses, etc). Typical hangers and supports will not be modeled unless required for complete coordination. g. Supplier shall model any electrical and electrical clearances associated with HVAC systems. h Supplier specifically agrees to model any temperature control equipment and panels associated with HVAC scope of work. I. Supplier shall model all housekeeping pads. Supplier specifically agrees that due to schedule requirements, Supplier may be required to submit housekeeping pad layout drawings prior to final sign-off of 3D model "Field Installation" drawings. j. Supplier understands that the intent of this model is to show the HVAC systems in as true representation of the actual condition at construction completion. Specific dimensional location of ductwork and piping may not be included in the construction documents. To the extent that location can be determined from the construction documents, the model will reflect that location. 16. Plumbing: The following stipulations will be used for plumbing mode! components: a. Supplier shall model all plumbing piping and gas piping, including specialty gas, access zones, roof drains, and equipment. b. Supplier shall model equipment to its overall height, width and depth. Equipment access zones will be modeled as solid objects. Equipment also includes prepurchased equipment, as applicable. c. Supplier shall model pipes to the outside diameter of pipe or pipe insulation, whichever is greater. Pipe slope shall be Incorporated into the model. d. Supplier shall model valve locations, vents, drains, clean outs and other maintenance items requiring access. Fittings and connections will be modeled. e. Supplier specifically agrees to model larger pipe supports (i.e. in mechanical spaces, mechanical shafts, penthouses, etc). Typical hangers and supports will not be modeled unless required for complete coordination.

Supplier shall model any electrical and electrical clearances associated with this plumbing scope. g. Supplier shall model all housekeeping pads. Supplier specifically agrees that due to schedule requirements, Supplier may be required to submit housekeeping pad layout drawings prior to final sign-off of 3D model "Field Installation" drawings. h. Supplier understands that the intent of this model is to show the plumbing systems in as true representation of the actual condition at construction completion. Specific dimensional location of piping may not be included in the construction documents. To the extent that location can be determined from the construction documents, the model will reflect that location 17. Rre Protection: the following stipulations will be used for fire protection model components: a. Su lier shall model all com onents of the fire rotection s stem. This includes all piping, connections, valves, fire pumps, sprinkler heads, fire hose cabinets, and control panels. b. Supplier shall model any electrical and electrical clearances associated with fire protection scope will be modeled. c Supplier shall model all housekeeping pads. Supplier specifically agrees that due to schedule requirements, Supplier may be required to submit housekeeping pad layout drawings prior to final sign-off of 3D model "Field Installation" drawings. 18. Electrical: The following stipulations will be used for electrical model components. a. Supplier shall model conduits 2" or greater and smaller conduits if in ganged runs or supported by Unistrut supports. The Unistrut supports will be modeled if deemed necessary for coordination. b. Supplier shall model cable tray, access zones, panels, disconnects, VFD's, equipment, and related clearances. c. Supplier shall model equipment to its overall height, width and depth. Equlpment access zones will be modeled as solid objects. Equipment also includes prepurchased equipment, as applicable. d. Supplier shall model light fixture locations and space requirements for light fixture installation and maintenance. e Supplier shall model all power feeds to equipment and Switchgear. 1. Supplier shall model all housekeeping pads. Supplier specifically agrees that due to schedule requirements, Supplier may be required to submit housekeeping pad layout drawings prior to final sign-off of 3D model "Field Installation" drawings. MEP COORDINATION PRIORITIES 1. Architecture and structural components will be coordinated first and take precedence over other diSCiplines. This includes ceilings, walls, soffit framing, and king studs at doors. The following exceptions shall be made: a. Ceilings should only be lowered (RFI) if all other design alternatives have been exhausted. b. Non-code architectural components shall be less significant in mechanical areas. Maintenance and service aisles shall be maintained. Any infringement on this area must be clearly documented and approved by the design team. 2. Structure takes precedence over MEP in most situations with the exception of the following that must be approved by the structural engineer: a. MEP sleeves required for proper architectural layout. b. Foundation sleeves required for proper site drainage design. c. MEP sleeves, embeds, and blockouts required to meet MEP design intent. 3. Pneumatic Tube (P-Tube) vs. Others: a. P-Tube takes precedence over most other MEP items due to the large turning radius.






P-Tube Stations must be installed based on the architectural layout and design intent. All other alternatives should be exhausted before proposing a design change (RFt). c. The P-Tube Transfer station has some flexibility in its location, but requires proper access above ceiling for maintenance purposes. Plumbing vs. Others: a. Piping that must be sloped (roof conductors, storm and sanitary waste piping, etc.) typically will take precedence over other MEP Items. b. Piping that must be located, based on architectural layout of plumbing fixtures, will take precedence over other MEP items c. Small water supply lines (DeW, HW) and medical gas lines are flexible in their location and t icall do not take recedence over other MEP items. Mechanical vs. Others: a. Larger ductwork should have priority over other MEP items. It is typically installed high in the ceiling cavity if possible (below steel and P-Tube). b. Smaller ductwork takes precedence over other MEP items in order to connect to grilles, diffusers, and other vents - which are typically dictated by architectural design. c. Special attention shall be placed on VAV access areas. d. Ductwork shall not be installed parallel with full-height stud-framed wall. e. Ductwork shall not be installed through walls which would conflict with king studs at door frames. Fire Protection vs. Others: a. Sprinkler heads are typically required to be centered in ceiling tile and must be spaced to allow sufficient coverage per design. b. Control valves shall be located in accessible locations. c. Location of branch piping typically does not take precedence over other MEP items, except when connecting to sprinkler heads. Electrical vs. Others: , a- light fixture locations takes precedence over other MEP items - which are typically dictated by architectural deslgn. b. Ught fixtures in mechanical spaces typically have less priority in regards to MEP items. c. Changes in light fixture locations shall only be proposed when all other options have been exhausted (RFI). d. Cable tray and conduit banks should be.rnodfied or relocated if conflicting with major ductwork, but should take priority over small ductwork and other MEP items.



1. The Supplier will be responsible for staffing the project to meet the demands stated in this contract. 2. Supplier shall be fully responsible for coordinating 100% of their work using 3D modeling software. This shall in no way negate the requirement for 3. Supplier to submit 20 shop drawings or review and approval. 4. Items that affect or penetrate other building systems such as cast-in-place concrete and eMU walts shall be coordinated and identified in the 5. Supplier's model by means of a modeled sleeve with a denned tolerance. 6. All sleeves and penetration locations shall be communicated to and approved by Mortenson prior to being placed. These locations may need to be finalized prior to coordination sign-off. 7. Suppliers with limited BIM scope as defined by this document, shalt continue to be involved in the coordination process.

8. If a Supplier is unable to provide 81M services to fulfill this portion of the contract. It is their responsibility to contract out the specified work to a knowledgeable party. A member of that party will be required to attend each coordination meeting with a competent employee of the Supplier. IN WITNESS WHEREOF Supplier and Mortenson herein execute this Exhibit F to the Purchase


Agreement as set forth above.










.4-c{j t" 4-1 nf471A-:::!j"-"'"

Cheney Stadium Upgrade Phase 111 2502 South Tyler Street, Tacoma, WA 98405 MORTENSON PROJECT NO. 09050015

Exhibit H -Electronic Documentation
Attached to and forming a part of the Agreement between Roscoe Steel Company and Mortenson, effective as of 26th day of March, 2010. The following requirements for submission of electronic project documentation are in addition to any requirements set forth elsewhere In the contract docurnen1s and are part of t work herein. 1. Format for electronic copies of project documentation shall be pdf unless noted otherwise. Any documents not available in an electronic format shall be scanned, saved in .pdf format by Supplier. Each individual document shall be provided as an individual electronic file. All electronic files shall be submitted by CD with accompanying transmittal and posted to the designated FTP site unless directed otherwise by Mortenson. Submittals 1.1.1. In addition to any requirements called out in the project specifications, shall provide electronic copies of the following project documents for all the work by Supplier. Documentation that is not available electronically includes hand written notes shall be scanned, saved in a .pdf format by Supplier and submitted.

Supplier portions of or that the

Operation and maintenance manuals (O&Ms) Manufacturer's instructions (e.g cleaning, repair) Product Information and cut sheets for permanently installed materials and components (e.g. plumbing fixtures, electrical fixtures, valves, sealants, expansion joints) Shop drawings for custom built equipment or equipment skids. MSDS Sheets for all materials and chemicals that remain after construction (e.g. fuels, lubricants, refrigerants, treatment chemicals, touch up paint). Wiring diagrams and sequences of operation for control systems.

o o



1.1.1. 1.1.2.

Electronic operations and maintenance information should be submitted 120 days prior to substantial completion or as set forth in the project schedule. Electronic files shall be named as follows; (equipment/asset tag or specific asset type)_(document type). Please use the following examples as guides. • • • • • • • • • • Membrane Roofing_Warranty Exterior Doors_Cleaning Instructions Interior Wall Finish_Schedule E-01_Elevator Permit CH-01_0&M AHU-Ol_Motor O&M VAV(1-30)_O&M Motor Control Center_Product Information Electrical Distribution Panel_Schedule Building Automation System_Sequence of Operations

1.2. Supplier Engineered and/or Deslaned Work 1.2.1. Supplier shall provide electronic copies of all documentation for all engineered or designed work by the Supplier with professional engineer's stamp as required on ' appropriate documentation. Such documentation includes, but is not limited to; Final Design Calculations As-built Drawings and Specifications Component selection criteria and component information

• • •

1.4. Maintenance Activities & Frequency

Supplier shall provide Microsoft Excel spreadsheet filled out complete with all inspection, routine/periodic maintenance, preventative maintenance, and parts replacement activities, includIng recommended frequency for any equipment or element of work furnished or installed by the Supplier that requires such service, maintenance, inspection, etc. Maintenance Tasking Sheet shall be submitted in an Excel format provided by Mortenson.


1.5. As-Built Drawings 1.5.1. Supplier shall provide CAD As-Built drawings to Mortenson prior to substantial completion. If necessary, Supplier is to provide a CD containing CAD As-Built drawings to Mortenson prior to final completion that includes any modifications/updates from prior submission. These submissions shall include an As-Built drawing manifest filled out by the Supplier in an Excel format provided by Mortenson.

1.5.2. CAD files must be submitted in AutoCAD .dwg and .dwf formats. Acceptable versions of Auto CAD documents include AutoCAD R14 and AutoCAD 2000. Drawings must be saved on a black background. Other file formats, including Visio or .pdt, are not acceptable and will be rejected. 1.6. Final Start Up, Test and Balance, and Commissioning Reports

1.6.1. Supplier shall provide electronic copies of all start up. performance. test and balance and commissioning reports for any portion of the Work by the Supplier. Reports shall be filled out complete and include the signatures of the highest necessary apprOVing/witnessing authority having jurisdiction. 1.6.2. • Such documentation shall be submitted as required by the Contract Documents and may include, but is not limited to; Operational Test Reports

• • ..

Performance Test Reports T est and Balance Report Commissioning Report Vibration and/or Noise Tests Calibration andlor Alignment Reports

1.7. Certificates and Permits 1.7.1. Supplier shall provide electronic copies of all certificates and permits that are effective post-construction for any element of the Work installed by the Supplier. Certificates and permits shall be filled out complete and include signature of the highest necessary certifying authority or authority having jurisdiction. Certificates
• If· •

submitted by the Contract Documents, applicable codes, andlor the authority having jurisdiction and may include, but are not limited to;
o o o o o o

Manufacturers Installation certifications Certificates of Compliance I Final Certifications Building Permits I Occupancy Permits Elevator Permits Generator Permits Emissions Permits

1.8. Warranty Spreadsheet
1.8.1. In addition to individual electronic files of warranties required above, Supplier shall provide the warranty related information for all equipment and components furnished or installed as part of the scope of work herein. Such warranty information shall be submitted in an Excel format and may include;


o o o


• • • •

Equipment or component TagllO number (e.g. AHU-02) Primary Equipment or component to which warranty applies (e.g. Air Handler) Description of specific piece of equipment under warrantylwarranty identifier (e.g. motor) Component type (e.g. motor) Manufacturer and contact information Supplier and contact information Escalation procedures and contacts. All warranties to include a primary and secondary contact at a minimum. Identify preferred contact method for each level of escalation (name, phone, email) Emergency contact (name, phone, email) Installing contractor and contact information Warranty duration, commencement date and expiration date Warranty void or cautionary information Identify equipment that may be referred to in multiple ways (e.g., serial number vs. room & position)

1.9. Insurance Certificates 1.9.1. Supplier shall provide electronic copies of all Insurance Certificates in effect after Substantial Completion and as required by the contract documents and Purchase Agreement. IN WITNESS WHEREOF, Supplier and Mortenson herein acknowledge this Exhibit H as set forth below.

M. A. MORTENSON COMPANY Roscoe Steel Company Supplier







Its --.D.....,,~~==...:!..-___.::..:~-=,~=-




Bond No. a2i 93 i 55/105424213

AlA Document A312

Payment Bond
Any singular reference to Contractor, Surety. Owner or other party shall be consldered plural where applicable. CONTRACfOR (Name and Address):
M. A. Mortenson Company 14719 NE 29th PI.

SURETY (Name and Principal Place of Business):
Federal Insurance Company 15 Mountain View Road

Bellevue. WA 98007 OWNER (Name and Address):
City of Tacoma

Warren NJ 07059

Travelers Casualty and Surety Company of America One Tower Square - 2SHS Hartford, CT 06183

747 Market st Tacoma, WA 98402 CONSTRUCTION CONTRACT

Date: March 26. 2010 Amount: ($23.000,000.00 ) Twenty Three Million Dollars and 001100 Description (Name and location): Cheney Stadium Upgrade Phase III Design Build Project {Specification No. PF09-0561 F} BOND

Date (Not earlier than Construction Contract Date); April6, 2010 Amount: ($ 23,000,000.00 ) Twenty Three Million Dollars and 00/100
Modi5c::ations to this Bond:

0 None

~ See Page 6

(Corporate Seal)

Signature: Name and Title: Dan Johnsen Chief Operating Officer (Any additional signatures appear on page 6)


(FOR INFORMATION ONLY-Name, Address and Telephone) AGENT or BROKER: OWNER'S REPRES~f}J}¥tIa~"""""""'I.'5i!!'!"~ Willis of Minnesota, Inc. other party): 1600 Utica Avenue South, Suite 600 Minneapolis, MN 55416 753 302-7214



A31:t· PfRfORMANCE BOND AND PAYMENT BOND • D~ 1984 ED•• AlA • 1!iE MtEllc:AN rNSImJTE Of AAOirTfcrs. tzas NEW YOla: s«; N.W_ WASHINGTON, D.C. 2lX(I6. TtfIRI) PlINllNC • MARCH 1957

A312-1984 4

POOR QUALITY:; ........ z ze11

·1' The Contractor and the Surety, jointly and severally.
bind themselves, their helrs, executcrs, administrators, successors and assigns to the Ownet to pay for labor. materia1s and equipment fumi.5.hed for use in the performance of the Construction Contract, which is incorporated herein by reference,


(. When the Claimant has satisfied the conditions of
4. the Surety

Surety's. expense take the- following actions:



and at the

nun and void

2 With respect to

tbe Owner, this obligation shall be if tire Contractor.

for alJ sum~ due Oaimants. and

Promptly makes payment, directlv or indirectly.

6_1 Send an answer to the Ciaimant, with a coPy to the Owner. within 45 days after receipt of the claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed. 6.2 Payor arrange for payment of af'IVundispUted amountS. 7 The Surety's total obligation shall not exceed the amount of this Bond. and the amount of this Bond be credited for any payments made in good faith by the Surety.

Contrac:t" provided the Owner has promptly notified the Contractor and the Surety (ilt the address. desaibed In Paragraph 12) of any claims. demands. liens or $\lib and tendered defense of such claims. demands, liens Of suits to the COntrletor and the Suret)'. and provided there is no OWner Default.
3: With

for the payment for Jabor, materials or eQuipment fur-nished for use in the performance of the Construction

Defends. indemnifies and holds harmless the Owner from cfaims. demands. liens or suits bv any person or entity whose claim. demand, lien or suit is



res~ to Claimants, this obligation shan be null and void if the Contrac;lo; promptly makes payment" directly or indireaiy. for all sums due.
.;. The Suret,. shan b;~-e no obligation undes- this: Bond until: to Cialmanti

by the Owrler to the Contractor under the Construction Contract shall be used for the performC1tlCeof the Construction Contract and to satisfy claims. if any. under any c;o~uction Performance Bond. B,/ the Contractor furnbmng and the Owner accepting till, Bond. they agree that all funds eamed by the Contractor in the perionnance of Ute Cons:truction Contract are dedicated to satisfy obligations of the Contractor and the SUrety under this Bond. subject to, the Owner's priorIty to use the funds for the completion of the 'Work.
8 AmowIts owed

4.1 Claimants who ilre employed by or have a direct contract with the Contractor have given notice to the Surety (at the address described in Paragraph 12) and sent a copy. or notice thereoi, to the Owner; stating that a daim is being made under this Bond and. with ~tiaE ;;'CCU;-;;;CY. the amount of the clai .....
4.2. Claimants who do not have a direct contract with the Contractor:

The Surety shalJ not be liable to the Owner. Oaimants of me COnua:c.tOt mat are unrelated to the Construction Contract. The Owner shall not be liable for payment of any costs or expenses of any Claimant under this Bond. and shan have under this Bond no obftgaliens to make payments to. give notices 0.'1 behalf of. or otherwise have obttgations to Oaimants under this Bond.

or others for obr~

10 The Surcly hereby waives notice of any cbange including ~nges of time, to the Construction Contract obligations.

or to retated' subcontracts.

purchase otdets. and other


!Uve fU::".ished w;itte:~ notice to the CO:land sent a COPY. or notice theJeof. to the Owner, within 90 ~ after ba.ving last perlonned labor or last furnished materials or equipment induded in the claim 5tating. wl"ui substaptial a.ccuracy ..the amount of th9 daIm and the name of the party to whom the materials were fum6hed or 5UPptied or for whom the tabot was done or perfonned; and


Have either received a rejection in whole or b. part fro:n t.¥- Conuactor, or not recci-...ee within 30 days of furnj5hing the above n0tice any communica1ion from the Contractor by wh1ch the Contractor has indicated the daim wffi be paid directly Of indirectly. and
Not having been paid within the above 3Q days. have sent a written notice to the Surety (at the address described in Par~aph 12) and sent it COPY. or notice thereof. to the Owner. stating thai II daitn i5 being made under i~ Bond and enclosing a copy of the previous 'Mitten notice furnished to the Contractor.

11 No suit or action shaD be commenced by it Claimant under this Bood other than in a court of competent jurisdktion in the location iQ which ~he \"JOTk or part of the work is located or after the expiration of one year from the date (1) on which the Oaimant gave the notice required by Subparagraph -1.1 Of Oause 4.2.3, or (2) on which the last labor or service was performed by anyone or the last mare. rial$or equipment W!!:fe furnished by anyone under the: Construction Contract;. whichever of £1) or (2) fl!'St OCCU!S. If the provision$ of this Pa.-ag;aph are void or pro..'ii.bited by Jaw,

the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shan be ~pricabl;;..



12 Notice to the SurelY. the Owner or the Contractor shaD bemai1edorrlelil!eredtaotheaddr~shownon!.be signature page. Actual receipt of notice by Surety. the Owner or the Contractor, however accomplished. shall be suffICient compliance as of the date received at the
on the signature page.

S If a notice required by Paragraph 4 is given by lhe Owner to the Contrador or to the Suret)'. that is suffident complia


13 When this Bond bas been iurni$hed to compiy with a SlaNtoly or other legal requirement in the k>cationwhere the construction was to be performed, any provision in this Bond conflicting with said statutory or leg!i requirement shalf be deemed deleted herefrom a.."ld provisions confonning to suth statutory or other legal requirement shall be deemed incorporated herein. The intent is that thi:5

AlA oOCUJ4.tNT !UlZ· PfItfOftMA.."iQ' K)NO AND PAYMENT BONO • DECt:MBEU9M (0. TKl AM£RlCAN IHSTITUTI or AItOtIT£CT5, inS Ntw YOU AVE.. tl w~WA5HINCTCH.. D.C.lfXI(Ii Tl'WtO P1!ItnlNC .. MAIttH 1917


A312·1984 5



POOR QUALITY3r2/2;li}"iJ.

14~1~~-? 1:ti;U'i7.i:l

Bdtld,shaU be construed as a slatutory bond and not as a common Jaw bond. 14 Upon request by any person or entity appearing to be a potential bepeficia.ry of thi$ Bond. the Contractor s~a!! promptly furnish a copy of th is Bond or shall permit a copy

to be made.

asseneo In tne tUnSOlalon wnere me labor, ITUlerials or equipmenl were furnished.
15.2 Comtruction Contract: The agreement between lhe Owner and the Conlractor idenlifjed on the sig. nature pa~el incfuding all Conmct Documents and changes (hereto.

Construction Contract, archi:teaural and engineering selVices required for performance of the work of the Con~or and the Contractor's subcontractors and ~~ oth~.~t~.fo~ ~~h a rnKh~nlc'~lien m~ be

15 DEFINITIONS 15.1 dairn_ant: An individual Or entity having a direct contract with the COntractor or with a subcomractorof the Contractor 10 furnish labor, materials or equipment (or use in the ~rformance of the Contract. The inlent of this Bond shall be to include without limit.ation in the terms 4abor~ materials or equipmenl"lhat p.art of water, gas, power, Ughl, heat. oil. gasoline. telephone seJYlce or rental equipment used in the

1S._3 Owner Defaul~! Failure-of the Owner, which has netther been ':.emedied nor waived, (0 pay ihe Contractor as required by the Construction Contract or to perform and comptele or comply with the other terms thereof.

MODifiCATIONS TO THIS BONO ARe AS FOUOWs.: See Attached Rider "Modifications to AlA Document A312 Payment Bond"

{Space is provided below for CidditiOiial signatures of added parties, other than those appearing en the cover page.}




Signature: _Address:



Name and Title:
IJA. OOCUMEHf All::!: " PfRf'OJtMANQ BOND """0 , ....YMEfolTBOND ~ DEC1M8£1t 1'J&1eo.• AlA e ntE ,MWCICAN JNSl1Tlm Of MCHlncrs. 17JS NfW YORrAV£.., I'LW .. WA.5HlJ'.JGJON. D.C. 2«JO!i

PllNT!NC • MARO{ ""


Payment Bond No. 821931551105424213
(the Bond) This Rider modifies this Bond as foliot'.'5: Section 6 of the Bond is deleted in its entirety and replaced with: 6 When the Claimant has satisfied the conditions of Section 4, the Surety shall promptly, and at the Surety's expense take the following actions: 6.1 Send an answer to the Claimant, with a copy to the Owner, within 60 days after receipt of the claim, stating the amounts that are disputed and the basis fur challenging any amounts that are disputed. 5.2 Pay or arrange for payment of any undisputed amounts.

Provided, however, any failure of file Surely to proceed as provided in SUbparagraphs 6.1 and 6.2 shall not serve as a waiver of the right to challenge or dispute the claim and shaY not be deemed to constitute an admission of liability as to the claim. Paragraph 12 shaU be amended to add the following paragraphs: 12 Claim notices for TRAVELERS CASUAllY AND SURETY COMPANY of America & TRAVELERS CASUAL TV AND SURETY COMPANY must be sent to the following address: Travelers casualty and Surety Company of America, One Tower Square, Hartford, CT 06183, Attention: Constructton Services Claim. Claim notices for FEDERAL INSURANCE COMPANY must be sent to the follOWing address: Chubb Group of Insurance Companies, P.o. Box 2191 Chesapeake, VA 23327, Attention: Surety Support Team. Nothing contained in this Rider shall be held to change, alter or vary other terms of this Bond, All references to this Bond shall include and refer to this Rider. IN WITNESS HEREOF, Principal and Surety have set their hand

M.A APril 6, 2010

._ ... Dan Johnson Zts Cllief ~iDg





£"'1_ ,--"V.l

-p U.l a .lU n Acknowled g"""'_ e- 4.... .... rati Ul" J.C::U t.::lll III



} ss,

County of_----'H~enn=e~pID~· '---


On this __
before me personally









to me

known. who being by me duly sworn, did depose and say that he is the

Chief Operating Officer

of M. A. Mortenson Company , the corporation described inand which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order offueBoard of Directors of said corporation, and that he signed his name thereto by like order. ........-J ,~ My commission expires January 31. 201]

'/ /' ~



a __ FoJ' ... _

~~ Public



__ .





.. ;






Surety Acknowledgment
Sb~of ~~~~~O~T~A~ ~}
} ss.

Coumyof __ ~H~e~'nn~ep~ID~
On this 61h day of Apri120lQ,

before me personally came Nicole rambJe, to me known, of

who being by me duly sworn, did depose and say that she/he is the Attorney-in-Fact

Federal Insurance Comoany & Travelers Casualty and Surety Company of America described in and which executed the above instrument; that sbeJhe knows the seal of said corporation; that the seal affixed to said instruments is such corporate seal, that it was so affixed by order of the Board of Directors of said

OOI]XIIil!ion, IIDIi that she/he signed herlsbelhis name to it by like


.,_... Notary PUblic


.. ~

>- CHUBB Know by H:esc Presents. That P=~~_A.L INStfRAN=E CC-f',,'PAtN 3f. !;-;j;a-~ ,:;:;;;o.-ij:'iULty \;jGiLrir:7 U-mUi<AN'CE :J ~. ~int Brian New York !%'l'Pomlion, and PACIfIC JNOEMN1JY COMPANYJr.,a WlSOO1ISin ~orafiD~ doG. loots. lauJie Pflug, a each hereby constitute and _"....... Carpenter.\ Teresa Hammers. Ray .Henningson B.L _KeUar. De!Ul1s

Chubb Surety



Federal Insurance Company Vigilant Insurance Company Padfic Indemnity Company

Attn: Surety Department 15 Mountain View Road Warren, NJ 07059


:J ~innesota



L Raedeke, Jul N. Swanson. NicOle Tambfe, N'ma E. Werstein and !lanse Wishcop of Minneapolis
~A!ID!neyIn- Fac! 10 UIIder~ bonda ;nI undertaI:inps and oIher ~ orallelinlllbe


q ~


w. and




de:sl~-=;,,!~ =.:l!" ~ '1,,0';' ~ -'-~ ID iI"d ~r!'X ill Ille naIIre 1hermf ~ IBn bill bonds) gWen or ~ ., or BI!eraIiI:In of lII1)'inslrumellllBfem:d





=me. ~ ~io


ID i1 Aid boPds,orob6;alions.


Ol' ~

bel-:::lf ~ ~~7 d busihess. and en)'



On IIIiI 13th d.t of January. 2010 before me. a NaIaIy PublIc of New Jersey, Pe=naIIy rame Kenne:I!J c.. Wendel, In I'III!I kno'IIn to ba ~ ~l)' of FEDERAL JNS{JRAHCE COMPANY, VIGILANT INSURAI'lCE COMPANY. end PACIFIC INDEMNfn' COMPANY, IIIe ~.m;;n ~ ~~ ~ d~ Ditd I!lII said KemelI7 C. W<:l>de!. be1ng I1y Me duly SIPOIll, did depose &"XI -""y Ilia! ~ Is ~ S!!crllla!)' 01 fEOERA!. ItlSIJRAtfCE r::t:JIIPAt#, VIGIt.ANT ~uAANCE COMPANY, and ~ACJfIC iNtSfNiTY COMPANY apd laIcovs lila carp-m ae4h tfrered. !hal !he .. air""'" ID !be roregDlllll F'IlIer or AIItJmqI ~ SIJCb mrptII8le seal$; 9Ild '!feQ Ihere'o alIixri by BtJIhan1y gI' ~ 6)'- t.s or $lIid CompanIes; IfId !he! he: s91ed seId f'tlwer PI AttomI!Y a: AakIanI SecnI1NyufaDld ~by ImeaulboRly.!IIId fhlthc b acqUIIWcd wi!h DaI>ld S. Noms, Jr-.. and Io:nDIol;: him tobe\llcePr!sldet!lcf~ Cooipanl=. Bn:i t'1lrl:ha ~ orDaWI B. Non!s. Jr.. suhsaibed to 53id ~of AIIomeyis in !he IlBnuine blI~ 01 DIIIid e Noms. k_ 8l'1li W<D Duuve. wbsc:1Ded !Jy .. lI!horIIy of CIIld Byl.a\IIa sllllitl depoaenl's~
NoI;:I!t:!!. Seal


Ell'" ~orfEDERALlNSURANCE COw;'AIff. VIGIlANT INSURAtlCE COMP/WY, =:lPACiAC lNOElII'oII1YCOMPANY: 0( n!tMIey b" and Pmidelll 01' a VJCIe ~ ~ ~ SlJdI ~ may Asslsbnt enf dlbe ~_1I111d ~ be~!n the _I!!III Cd'! behalf fus ~. eilh<:r by !he CharnIan or t>e or IiII1 Al:U;IomI. Vg ~ent, jaiIlUy vnlh 1i1B Setma!y or an ~ ~, Imdc !!lI!ir ~ (!MignIIOcns. The be ~.pziaIed or ~pIl!:d. The ~ of NCh of D>efdiowlng D!l'i= ChaimIan. Pr=:lmt. any VIce President. .rJ)' Se=Imy, IItlJ ~ SIICI'daIy Md file #:11 Of !lie ~ be dim:! by~ to 9lPf power of ~mey or 10 any ~ malingthaeID appolnling ~ SeaI:Iarles or ~ hi- Fact fur IJlIFPD&BS orrl)' of =tingalld a~ bot>d$ and un'4~ .!ttI 0Ih!Of ~ obIigaklIyin the rra!IJre Iheraaf, and s:ach pDMII" d1l!lomayor mrfJicaIe ~ r;udJ tae:simlle ~ or ~-' $hall be Yi!lid 8fId birdng I.IpOI'IIh& ~ and lIJ\'f a:ch pcI!WCf 50 _OUIM and ees1iIit:d by SIrlII8cIImlle ~ and fao:::dmi& aaI sMlI be valid 1IJJd Q1nding upon ~ COmpany

oM powa5

on ~~


v~ ~



willi ~to

elY boml or ~

D \!AIicb I is abc:hed. •

.. K.enpethC.WBndel,~seaetalyofFEOERAL~Ct:COM?ANYtVIGll.ANTINSURANCECOMPANY.andPAClFlC~COU?AN'f (1ne"'Com~ do herebr~!hat (l) 1he foregdn; c:IJaCt of the By-1.lIw5. or tblt Ccmpotries. is 1Iu!: and am'I'd, (iij Iba Compenies iae Ifu!y Iia:nsed and ~ b~ ~ty business in aI 51} of lI'Ia llnlleO SIaoIes of ~ ~ bylbe U.s.Trezury~ 1Dr!!ler, Feder.JI and \'i9Ilimt _Ib=ed in ~ Rico and ~ U.S. ~ SlImoa.. Guam, and ~d1 oflhe f'nMr= gfCalladll =pI hiI1ce 8iwaId Islend.! and (iiI !be ~ I"orr.veI" or JI!Iomeylf true. amea.nd n fuh ~ l!IIdelfec1.. GiYalundstlll)'bandllTlll aak Dfsak! c:omp;rie;aI Warren, W!his

V-wn !$land$.

and IIle OfS1ncl. of CoIt.ombQ ami are and ~i$" Ii;en$ed in


Apn16, 2010


nils BOND
ses- 3493

OR NOTIFY OF Fax (90S) 9D3- 3656




Foml 1~ 10- ()225B.. U (Ed. 5- 03) CONSENT


NOTiCE OF CLAiM TO City of Tacoma 747 Market Street Tacoma WA 98402 NOTICE IS HEREBY GIVEN pursuant to RCW 60.28.010 and RCW 39.08 that the undersigned, Roscoe Steel and Culvert Company d/b/a! Roscoe Steel

Company, has a claim retained percentage

the principal amount of $413,557.75 MA

against the Mortenson

withheld from the General Contractor,

Company and the payment and performance bond Issued by Federal Insurance Company and Travelers Casualty and Surety Company of Arnenca Bond No


The claim is for labor and materials that

Roscoe Steel and Culvert Company provided to M.A. Mortenson Company for use on Contract No PW09-0561 F, the Cheney Stadium Upgrade, Phase III, project, located at 2502 South Tyler Street, Tacoma, Washington 98405

DATED this

l.:s-..e. day of April 2011

Alan Sherbo

V v - b~'\


D ~C-Oc

,*~k .



Vice President/General Manager Roscoe Steel and Culvert Company d/b/a Roscoe Steel Company 1501 So. 30th St West Billings MT 59102-6735 (406)869-2640 Registration No. ROSCOSC055NJ


" I certify that I know or have satisfactory evidence that Alan Sherbo is the person who appeared before me, and said person acknowledged that he siqned this instrument, on oath, stated that he was authorized to execute the instrument and acknowledged it as the Vice President/General Manager of Roscoe Steel

and Culvert Company d/b/a! Roscoe Steel Company, to be the free ana voiuntary act of such party for the uses and purposes mentioned In the instrument
R;:;::inQ at ~~,
NOTARY PUBLIC Iorths StaIB of MontanB My CommISSIOIl ExpIres June S, 2014

( -.' :\ I\ NOTARY

-, J:V\.../ ~ Y \/ iJ



Pl!BY1C !9r

''\...., 1.)1 {! J_{J ((/1/') c/ ~

1 ./P;IL--. L/L/ J


Residrnq at



My Commission Expire


Montana State



[I 2:-~ ~




DECLARATION Jo Greenwood 1. declares:


That I am a citizen of the United States and am years and make this Declaratlon as

over the age of eighteen my free and voluntary 2.

act. & Vogt, LLP.

I am the legal secretary for Herrig I could competently

If called to testify, facts below. 3.

testlfy to the

That on May 9, 2011 I mailed a true copy of

Notice of Claim, certlfied mail, return receipt requested with postage prepaid, to City of Tacoma, 747 Market St., Tacoma WA 98402; M.A. Mortenson Co., 14719 NE 29th Pl., Bellevue WA 98007; Federal Insurance Co., 15 Mountain View Rd., Warren NJ 07059 and Travelers Casualty America, 4.

& Surety Co. of

One Tower Sq. - 2SHS, Hartford CO 06183. Attached is a true and correct copy of a search the date of

prlnt I prepared mailing.

from Stamps. com indicating

I declare under penalty of perjury under the laws of the State of Washington correct. Signed at Kennewick, Washington on the 9th day of June that the foregoing is true and

Search Prints

Page 1 of 1

Search Prints

r Custom


From !05l09/~

To ~1-1-'




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Print Date 5/12/2011 5/12/2011 5/11/2011 5/11/2011


Cost $1614 $456 $044 $044 $064 $2.56 $044

Recipient 3 NetStamps at $5 38 each 2 NelStamps at $2 28 each

Status Pnnted Printed

Tradong #/ Insurance ID

Date Delivered


Class/ Service
First Class ® First Class ® First Class ® First Class ® First Oass® Flrsta=® FIrst CloSS® First Oass ® first Class ® First Class ® First Class ® C FIrst Class ® C First Class ® C



Jeremy MedeIros, liberty Mutual Su Printed Robert Azlman, Cnstcat Washington Printed

TI 'il ~

lJ 1..1


, 5/10/2011 5/10/2011 5/10/2011 5/10/2011 5/10/2011 5/10/2011 5/9/2011 5/9/2011 5/9/2011

Bob, SIght and Sound, 6201 W Cle, Printed 2 NetStamps at $1 28 each Prmted

S K LARSON, INC, c/o Ms Darlene Pnnted 1 NetStamp at $5 59 each King County Clerk, 516 3rd Ave Ste AOC, PO Box 41172, Pnnted Printed

$044 $044 $5,59

r:: r


OlympIa WA 91 Printed Printed

federal Insurance Co" 15 Mountain City ofTaroma,




747 Market St , Tat Printed

M A Mortenson Co, 14719 NE 29th Pnnted

Ch<>ek ".11 I Ur-chec"



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