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HomeMy WebLinkAbout24-08 O&J CoatingsContract Number N/A RECEIVED JAN 2 9 2024 DEPT OF PUBLIC WORKS OSHKOSH. WISCONSIN Date Bond Executed (Date of Contract or Later) January 29, 2024 PRINCIPAL/CONTRACTO.R (Legal Name. and Business Address) O&J Coatings, Inc. 1720 Cynthia Ln Hurst, TX 76054 SURETY(IES) (Legal Name(s) and Business Address(es)) Developers Surety and Indemnity Company 800 Superior Avenue E., 21st Floor Cleveland, OH 44114 OWNER (Legal Name and Business Address) CITY OF OSHKOSH 215 Church Avenue PO Box 1130 Oshkosh, Wisconsin 54903-1130 OBLIGATION CITY OF OSHKOSH Type of Orgauizntion _ Individual — Partnership X Corporation State of Incorporation Texas Penal Sum of Bond Five Percent of the Greatest Amount Bid ($ 5% G.A.B.) The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to the Owner for the amount of the penal sum identified above if the Owner accepts the bid of this Contractor within the time specified in the Bid documents or within such time period as may be agreed upon between the Owner and the Contractor, and the Contractor shall fail to execute the Contract within five (5) business days of written notice to the Contractor and Surety of Owner's intent to make a claim upon this Bond. The Surety hereby waives any notice of an agreement between the Owner and Contractor to extend the time in which the Owner may accept the Bid. If the Contractor either enters into a contract with Owner in accordance with the terms of the Bid and gives such bond(s) that may be specified in the Bidding documents for the faithful performance of the Contract and for the prompt payment of Labor, materials, and supplies furnished for the purpose thereof; or pays to the Owner the difference between the amount specified in the Bid and such larger amount for which the Owner may in good faith contract with another party to perform the work covered in such Bid, then the Surety and the Contractor shall have no obligation under this Bond. Page I of 2 Notice to the Contractor or Surety shall be deemed to have been given: (i) upon delivery to an officer or person entitled to such notice, if hand delivered; or (ii) two (2) business days following deposit in the United States mail, postage prepaid; (iii) upon delivery by a commercial carrier that will certify the date and time of delivery; or (iv) upon transmission if by facsimile, e-mail, or other form of electronic transmission. Notices shall be provided to the Owner, Surety, and/or Contractor at their address as specified on this Bond or to a facsimile, e-mail or other electronic address that has been provided in writing to the other party to be used for this purpose., The laws of the State of Wisconsin shall govern the interpretation and construction of this Bond. Winnebago County shall be the venue for all disputes arising under this Bond. Any provision in this Bond that may conflict with statutory or other legal requirement shall be deemed deleted herefrom and provisions conforming to the statutory or other legal requirement shall be deemed incorporated herein. O&J Coatings, Inc. Name of Principal/Contractor Title J URO ANDRADE, PRESIDENT Developers Surety and. Indemnity Company Name of Surety CTitl John A. Aboumrad, Attorney -in— -Fact Page 2 of 2 PONVER OF AT rORNEY FOR CORRPOINTF INSURAN:CF COMPANY l)FVFLOPF.RS SURETY AND INDIiNINITY COMPANY 59 Maiden Late, 43nf Floor, New York, NY 10038 (212)220-7120 KNOW At.[- BYTHESE PRESENTS that, except a, e.yrressiy limited herein, COREPOINTU' INSURANC'fi COMPANY and Di VI:LOPLRS SIIRP:T'1' ANO INDEMNITY COMPANY, do hereby make; con uwte and appoint: Russ Frenzel, Cynthia Alford, Brent Baldwin, John A. Aboumrad, Yamillec Adriana Ramos Chavez and Brady_Cox------_T__, ,_.-. -._ _.__—`__• of* Piano. TX _ as its true :and lawful Attorney-fn-Feet, to make, execute, deliver and acknowledge, for and on beliaifal'said comp;uries, as surcues, bonds, undertakings, and contracts of' suretyship giving and grunting unit) said Attonney-in-Fact lull ponvrr and authority to do sit(! to per inm evvry act necessary, requisite or proper to be done in connection therewith as each ofsaid company could do, but reserving to each orsaid company full po%wr ol'substauutm mid revocation, and all of dnc acts ofsaid Attorney -in -tract, pursuant to these presents, are liereby ratified and confinned. 'Uhis I'oawr or Attorney is el ective Janua 29, 2924 and shall emoire on December 3It 2025. __ This Powcrul'Aaorney isgra rated and is signed antler and by authority ol'thel'ui(owing rn:solutimisadopted by the B(lard c>f[)ircctorsofCOlti;l'{)iN"t'}'. INSIMAN(_I: COMPANY and DIiVII'LOPERS SUlt%fY AN[) INDt;MNIT Y COMPANY (collectively, "Company-) on February 10. 2023. Rl;SC)i.VLD, that 51f1_6lzn,-I'rssi mi Surely (lndcrwyt fig, James Roll, Vice President S. _urc' that cr+sltjirg, anti 'rrie Dax+% Exectuive Unde v u •r, Surd, each an employee or AniTrust, North America, (nc„ an affiliate of* tile Company (the "Authorized ;ignurs"), are tetchy authorized to cscrutc a PovvTr of Attorney, qualifying attrrr!!CY(til irl-iial't named in the PoNwr of Attorney (o esecuic, on lichaif' of the Company, builds, undertakings and contracts of suretyship, or other ,urctyahip nbfi atiuns; ;ntd ttutt the Secretary or any Assistant.Sceretary ofthe Company bc. aid cacti of them hereby is, authorized to attest the execution ofnn.N such Pmver of Attorney, RIsSOLVED, that dre sigim(urc of any one orthe Authorized Signors and the Secretary or any Assisutnt Secretary orthe Company. and the scat of the Company must be affixed to uty ,uch .i'aiiv r oC A(torncy, and any such signature er seal nuty be affixed by l'stcsiniilc, :ind such Pnu'er of Auorncy s hull ire +slid and binding upon the Company Wien sir ali'iNed and in the litture with respect to any bond, undertaking or contract orsuretyshlp to which it is attached. IN WITNUSS W1iFREOF, CORF.:POIN'rl: INSURANCE COMPANY and DI Vi t.OPf..RS SURist'Y AND INDE:_MNITY COMPANY lutvr caused these presents to be siyncci try the Authtrid 5igtwr and attested by their Secretary or Assistant Secretary thisNluroli 7,1423 �' .�tttttfttffffa ,s`�►tt►ffffaa 1i1� 1 tinte_ �\A$gay ��•.......• V d Nrt c. 1.6 �'��•0,,;Fcii�,�t{` �+ �J: ��C'pRPOR�TO�Z ail Saro lava _ __ •' G 'title: President. Surch, UndLi%witinL-T SEAL: a d 6 : 0 yamy . ©r ACKNOWLEDGEMENT: `� '•.�L .....:�'• � �� � 3?' ;�CrFpt?�;.•�� _ ///f�ffff{liitttt,, 'YaafVff/l* i7tlt'tiltt A notary {public or other officer completing this certificate verities only the identity oPthc individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of -that document. STATFOF California — COUNTY OF Oranizu _ On this 27 day of k3 ra ear 2U2s . hulore tine, _Hoar�Qn•en Phu Plmm peasonaliy appeared ;SaraXa7a who proved to me on tiro basis of satisiactcu)• evidence to Ix the person I lose narne N subscritKJ to within the ins(naucnt and n knowie.tged,to me that III e c\eeutcd the Same in their authorized capacity, and tea by file signature on the instrument the entities upon bchaii' which tine person acted. exccutcd th'is institinwia 1 certify, under penalty or perjury, under the ht%-s of[llc Stalcor California that (lie tirregoing paragraph is trtlrr rind correct. WITNESS my hand and official suaal. .. . IPAY HOANGtQUYEN R ►NAMNotary Public - California Signaturetlrange County 'Commission rg 2532970 Comm. Expires Dec 31, 2026 CORPORATE C ,11TIFICATiON 'rhe undersigned. die Secretary or Assistant seeicully of C01U."01IN114' INSURANC'l: COMPANY and 01 Vt id)i'1?RS SURI?lY AND 1NDEMNFfY COMPANY. does hereby eertil'y that the provisions of the resoluuoos of the ruspcclivc Boards of Mmulors of said corporations set Ibnh in this Povy r ot'Atlomey arc in 1•orce as ofthe date of this Certification. 'iflis Ccrti fication is executed in the City orCleveland, Ohio, this ivlarch 19. 2023 �OxuSlgnKy t3y: -( lh t,Sli l3arry W, Moses, Assistant Secretaryi'OA No. NIA 8C.,. DocuSignEnvelopelD:3352BFD6-5E9D-4796.837E-C 1 E455E653OF lid. 0323 RECEIVED ARTICLE 5 — BID SUBMITTAL 5.01 BIDDER hereby submits this Bid through QuestCDN.coin Bidder: OW COA By: NC. (typed or printed name of organization) JAN 2 9 2024 DEPT OF PUBLIC WORKS OSHKOSH, WISCONSIN •� (individual's• signature) Name: J ARTURO ANDRADE Title: PRESIDENT Date: 01 /28/2024 If Bidder is a corporation, a partnership, or a joint venture, attach evidence of authority to sign. Attest: X „Se P,. (individual's signature) Name: JOSE AMADOR ANDRADE Title: VICE PRESIDENT Date: 01 /28/2024 Address for giving notices: 1720 CYNTHIA LN, HURST TX 76054 Bidder's Contact and Agent for Service or Process: Name: J ARTURO ANDRADE Title: PRESIDENT Phone: 817-917-1040 Email: OJCOATI NGSI NC@YAHOO.COM (Email will be used, for Electronic Document Transfer Protocol.) All Business Entities Date of Qualification to do business in [State Where Project is Located] is OSHKOSH - BID FORM - 5 COMPANY AGREEM13 NT Of O&J Coatings Inc This Company Agreement (the "Agreement") made and entered into this 3rd day of May, 2021 (the "Execution Date"), AMONGST: J Arturo Andrade of 1720 Cynthia Ln, Hurst, TX 76054 Jose A Andrade of 1720 Cynthia Ln, Hurst, TX 76054 Odorico Landaverde of 1720 Cynthia Ln, Hurst, TX 76054 Everardo Andrade of 720 Cynthia Ln, Hurts, TX 76054 A. The Members wish to associate themselves as Directors of a For -profit Corporation. B. The terms and conditions of this Agreement will govern the Directors within the For -profit Corporation. IN CONSIDERATION OF and as a condition of the Directors entering into this Agreement and other valuable consideration, the receipt and sufficiency of which is acknowledged, the Directors agree as follows: Formation 1. By this Agreement, the Directors form a For -profit Corporation (the "Company") in accordance with the laws of the State of Texas. The rights and obligations of the Directors will be as stated in the Texas For -profit Corporation Act (the "Act") except as otherwise provided in this agreement. Name 2. The name of the Company will be J&O Coatings Inc. Page 1 of 13 Opera tinzA reement Page 2 of 13 Purpose 3. Coatings and paint Service. Term 4. The Company will continue until terminated as provided in this Agreement or may dissolve under conditions provided in the Act. Place of Business 5. The Principal Office of the Company will be located at 1720 Cynthia Lane, Hurst, TX 76024 or such other place as the Directors may from time to time designate. Capital Contributions 6. The following is a list of all Directors and their initial Contributions to the Company. Each of the Directors agree to make their Initial Contributions to the Company in full, according to the following terms: Value of Member Contribution Description Contribution J Arturo Andrade President $10,000.00 Jose A Andrade Vice -President $10,000,00 Odorico Landaverde Secretary $10,000.00 Everardo Andrade Treasurer $10,000.00 Allocation of Prof WLosses 7. Subject to the other provisions of this Agreement, the Net Profits or Losses of the Company, for both accounting and tax purposes, will be allocated between the Members in the following manner: C?percatitw Ag eement Pane 4 of 13 A.dditionai Contributions 13. Capital Contributions may be amended from time to time, according to the business needs of the Company. However if additional capital is determined to be required and an individual Director is unwilling or unable to meet the additional contribution requirement within a reasonable period, the remaining Directors may contribute in proportion to their existing Capital Contributions to resolve the amount in default. In such case, the allocation of Net Profits or Losses and the distribution of assets on dissociation or dissolution will be adjusted accordingly. 14. Any advance of money to the Company by any Director in excess of the amounts provided for in this Agreement or subsequently agreed to, will be deemed a debt due from the Company rather than an increase in the Capital Contribution of the Director. This liability will be repaid with interest at such rates and times to be determined by a majority of the Directors. This liability will not entitle the lending Director to any increased share of the Company's profits nor to a greater voting power. Repayment of such debts will have priority over any other payments to Directors. Capital Aceounts 15. An individual capital account will be maintained for each Director and their initial Capital Contribution will be credited to this account. Any Additional Contributions made by any Director will be credited to that Director's individual Capital Account. Interest on Capital 16. No borrowing charge or loan interest will be due or payable to any Director on their agreed Capital Contribution inclusive of any agreed Additional Contributions. Management: 17. Management of this Company is vested in the President. Authority to Bind Company 18. Only the following individual have authority to act for or bind the Company in contract: 7 Arturo Andrade Duty of Loyalty 19. Any Director may invest in or engage in any business of any type, including without limitation, a business that is similar to the business of the Company whether or not in direct competition with the Company and whether or not within the established or contemplated market regions of the Operating Agreement Page 3 of 13 Profit(Loss Director Percentage J Arturo Andrade 25.00% Jose A Andrade 25.00% Odorico Landaverde 25.00% Everardo Andrade 25.00% Total 100.00% Distributions to Directors will be made in the same fixed proportions as the allocation of Net Profits or Losses described above. 9. No Director will have priority over any other Director for the distribution of Net Profits or Losses. Nature of Interest 10. A Director's interest in the Company will be considered personal property, and will at no time be considered real property. Withdrawal of Contribution 11. No Director will withdraw any portion of their Capital Contribution without the unanimous consent of the other Directors. Liability for Contribution 12, A Director's obligation to make their required Capital Contribution can only be compromised or released with the consent of all remaining Directors or as described elsewhere in this Agreement. If a Director does not make the Capital Contribution when it is due, he is obligated at the option of any remaining Directors to contribute cash equal to the agreed value of the Capital Contribution. This option is in addition to and not in lieu of any others rights, including the right to specific performance that the Company may have against the Director. Operating Agreement _ Page 5 of 113 Company. Neither the Company nor any Director will have any right to that opportunity or any income derived from that opportunity. Duty to Devote Time 20. Each Director will devote such time and attention to the business of the Company as the majority of the Directors will from time to time reasonably determine for the conduct of the Company business. Director Meetings 21. A meeting may be called by any Director providing that reasonable notice has been provided to the other Director. 22. Director meetings will be held at any location that the Directors may from time to time designate. 23. Regular Director meetings will be held only as required. Voting 24, Each Director will be entitled to cast votes on any matter based upon the proportion of that Director's Capital Contributions in the Company. Admission of New Directors 25. No new Director may be admitted into the Company. Voluntary Withdrawal of a Director 26. Where the Company consists of two or more Directors, the voluntary withdrawal of a Director will have no effect upon the continuance of the Company. 27. It remains incumbent on the withdrawing Director to exercise this dissociation in good faith and to minimize any present or future harm done to the remaining Directors as a result of the withdrawal. Involuntary Withdrawal of a Director 28. Events leading to the involuntary withdrawal of a Director from the Company will include but not be limited to: death of a Director; Director mental incapacity; Director disability preventing reasonable participation in the Company; Director incompetence; breach of fiduciary duties by a Director; criminal conviction of a Director; Operation of Law against a Director or a legal Operating Agreement Page 6 of 13 judgment against a Director that can reasonably be expected to bring the business or societal reputation of the Company into disrepute. Expulsion of a Director can also occur on application by the Company or another Director, where it has been judicially determined that the Director: has engaged in wrong -RA conduct that adversely and materially affected the Company's business; has willfully or persistently committed a material breach of the Company Agreement or of a duty owed to the Company or to the other Director; or has engaged in conduct relating to the Company's business that makes it not reasonably practicable to carry on the business with the Director. 29. Where the Company consists of two or more Directors, the involuntary withdrawal of a Director will have no effect upon the continuance of the Company. Dissociation of a Director 30. In the event of either a voluntary or involuntary withdrawal of a Director, if the remaining Director elect to purchase the interest of the withdrawing Director, the remaining Directors will serve written notice of such election, including the purchase price and method and schedule of payment for the withdrawing Director's interest, upon the withdrawing Director, their executor, administrator, trustee, committee or analogous fiduciary within a reasonable period after acquiring knowledge of the change in circumstance to the affected Director. The purchase amount of any buyout of a Director's interest will be determined as set out in the Valuation of Interest section of this Agreement. 31. The remaining Directors retain the right to seek damages from a dissociated Director where the dissociation resulted from a malicious or criminal act by the dissociated Director or where the dissociated Director had breached their fiduciary duty to the Company or was in breach of this Agreement or had acted in a way that could reasonably be foreseen to bring harm or damage to the Company or to the reputation of the Company. 32. A dissociated Director will only have liability for Company obligations that were incurred during their time as a Director. On dissociation of a Director, the Company will prepare, file, serve, and publish all notices required by law to protect the dissociated Director from liability for future Company obligations. 33. Where the remaining Directors have purchased the interest of a dissociated Director, the purchase amount will be paid in full, but without interest, within 90 days of the date of withdrawal. The Company will retain exclusive rights to use of the trade name and firm name and all related brand 4peratii g A,greement Paae 7 of 13 and model names of the Company. Right of )First Purchase 34. In the event that a Director's Interest in the Company is or will be sold, due to any reason, the remaining Directors will have a right of first purchase of that Director's Interest. The value of that interest in the Company will be the lower of the value set out in the Valuation of Interest section of this Agreement and any third party offer that the Director wishes to accept. Assignment of Interest 35. In the event that a Director's interest in the company is transferred or assigned as the result of a court order or Operation of Law, the trustee in bankruptcy or other person acquiring that Director's interest in the Company will only acquire that Director`s economic rights and interests and will not acquire any other rights of that Director or be admitted as a Director of the Company or have the right to exercise any management or voting interests. Valuation of interest 36. A Director's financial interest in the Company will be in proportion to their Capital Contributions, inclusive of any Additional Capital Contributions. 37. In the absence of a written agreement setting a value, the value of the Company will be based on the fair market value appraisal of all Company assets (less liabilities) determined in accordance with generally accepted accounting principles (GAAP). This appraisal will be conducted by an independent accounting firm agreed to by all Directors. An appraiser will be appointed within a reasonable period of the date of withdrawal or dissolution. The results of the appraisal will be binding on all Directors. The intent of this section is to ensure the survival of the Company despite the withdrawal of any individual Director. 38. No allowance will be made for goodwill, trade name, patents or other intangible assets, except where those assets have been reflected on the Company books immediately prior to valuation. Dissolution 39, The Company may be dissolved by a unanimous vote of the Directors. The Company will also be dissolved on the occurrence of events specified in the Act. 40. Upon Dissolution of the Company and liquidation of Company property, and after payment of all selling costs and expenses, the liquidator will distribute the Company assets to the following OperatinaAgreement Page 8 of 13 groups according to the following order of priority: a. in satisfaction of liabilities to creditors except Company obligations to current Directors; b. in satisfaction of Company debt obligations to current Directors; and then C. to the Directors based on Director financial interest, as set out in the Valuation of Interest section of this Agreement. Records 41. The Company will at all times maintain accurate records of the following: a. lnfonnation regarding the status of the business and the financial condition of the Company; b. A copy of the Company federal, state, and local income taxes for each year; C. Name and last known business, residential, or mailing address of each Director, as well as the date that person became a Director; d. A copy of this Agreement and any articles or certificate of formation, as well as all amendments, together with any executed copies of any written powers of attorney pursuant to which this Agreement, articles or certificate, and any amendments have been executed; and C. The cash, property, and services contributed to the Company by each Director, along with a description and value, and any contributions that have been agreed to be made in the future. 42. Each Director has the right to demand, within a reasonable period of time, a copy of any of the above documents for any purpose reasonably related to their interest as a Director of the Company, at their expense. Operating Agreement Paae 9 of 13 Books of Account 43. Accurate and complete books of account of the transactions of the Company will be kept in accordance with generally accepted accounting principles (GAAP) and at all reasonable times will be available and open to inspection and examination by any Director. The books and records of the Company will reflect all the Company's transactions and will be appropriate and adequate for the business conducted by the Company. Bankiniz and Company Funds 44. The funds of the Company will be placed in such investments and banking accounts as will be designated by the Directors. All withdrawals from these accounts will be made by the duly authorized agent or agents of the Company as appointed by unanimous consent of the Directors. Company funds will be held in the name of the Company and will not be commingled with those of any other person or entity. Audit 45, Any Director will have the right to request an audit of the Company books. The cost of the audit will be borne by the Company. The audit will be performed by an accounting firm acceptable to all the Members. Where the Company consists of two or more Directors, not more than one (1) audit will be required by any or all of the Directors for any fiscal year. Tax Treatment 46. This Company is intended to be treated as a corporation for the purposes of Federal and State Income Tax. Annual Report 47. As soon as practicable after the close of each fiscal year, the Company will fiirnish to each Director an annual report showing a full and complete account of the condition of the Company including all information as will be necessary for the preparation of each Director's income or other tax returns. This report will consist of at least: a. A copy of the Company's federal income tax returns for that fiscal year. Goodwill 48. The goodwill of the Company will be assessed at an amount to be determined by appraisal using generally accepted accounting principles (GAAP). QperaUng Agreement Page 10 of 13 Governing Law 49. The Directors submit to the jurisdiction of the courts of the State of Texas for the enforcement of this Agreement or any arbitration award or decision arising from this Agreement. Forbidden Acts 50. No Director may do any act in contravention of this Agreement. 51. No Director may permit, intentionally or unintentionally, the assignment of express, implied or apparent authority to a third party that is not a Director of the Company. 52. No Director may do any act that would make it impossible to carry on the ordinary business of the Company. 53. No Director will have the right or authority to bind or obligate the Company to any extent with regard to any matter outside the intended purpose of the Company. 54. No Director may confess a judgment against the Company. 55. Any violation of the above forbidden acts will be deemed an Involuntary Withdrawal of the offending Director and may be treated accordingly by the remaining Directors. Indemnification 56. All Directors will be indemnified and held harmless by the Company from and against any and all claims of any nature, whatsoever, arising out of a Director's participation in Company affairs. A Director will not be entitled to indemnification under this section for liability arising out of gross negligence or willful misconduct of the Director or the breach by the Director of any provision.-, of this Agreement. Liabili� 57, A Director or any employee will not be liable to the Company or to any other Director for any mistake or error in judgment or for any act or omission believed in good faith to be within the scope of authority conferred or implied by this Agreement or the Company. The Director or employee will be liable only for any and all acts and omissions involving intentional wrongdoing. Operating Agreement Page 11 of 13 Liability Insurance 58. The Company may acquire insurance on behalf of any Director, employee, agent or other person engaged in the business interest of the Company against any liability asserted against them or incurred by them while acting in good faith on behalf of the Company. Life Insurance 59. The Company will have the right to acquire life insurance on the lives of any or all of the Directors, whenever it is deemed necessary by the Company. Each Director will cooperate fully with the Company in obtaining any such policies of life insurance. Actions Requiring. Unanimous Consent 60. Actions requiring the unanimous consent of all Directors will include, but not be limited to, the following: a. Sell, merge, consolidate, exchange or otherwise dispose of all or substantially all of the Property of the Company; b. Sell, loan or otherwise endanger the ownership or possession of any Company property; C. Release any Company claim or debt except for payment in full; and d. Alter the rights, duties or obligations of any class or series of Directors. Amendment of Operating Agreement 61. No amendment or modification of this Agreement will be valid or effective unless in writing and signed by all Directors. Title to Company Property 62. Title to all Company property will remain in the name of the Company. No Director or group of Directors will have any ownership interest in Company property in whole or in part. Miscellaneous 63. Time is of the essence in this Agreement. 64. This Agreement may be executed in counterparts. Opera tinkAb Bement _ Page 12 of 13 65. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in a neutral gender include the masculine gender and the feminine gender and vice versa. 66. If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result. 67. This Agreement contains the entire agreement between the parties. All negotiations and understandings have been included in this Agreement. Statements or representations that may have been made by any party to this Agreement in the negotiation stages of this Agreement may in some way be inconsistent with this final written Agreement. All such statements have no force or effect in respect to this Agreement. Only the written terms of this Agreement will bind the parties. 68. This Agreement and the terms and conditions contained in this Agreement apply to and are binding upon the Director's successors, assigns, executors, administrators, beneficiaries, and representatives. 69, Any notices or delivery required here will be deemed completed when hand -delivered, delivered by agent, or seven (7) days after being placed in the post, postage prepaid, to the parties at the addresses contained in this Agreement or as the parties may later designate in writing. 70. All of the rights, remedies and benefits provided by this Agreement will be cumulative and will not be exclusive of any other such rights, remedies and benefits allowed by law. Definitions 71. For the purpose of this Agreement, the following terms are defined as follows: a. "Additional Contribution" means Capital Contributions, other than Initial Contributions, made by a Director to the Company. OperatingAgr-eement _ Page 13 of 13 b. "Capital Contribution" means the total amount of cash, property, or services contributed to the Company by any one Director. "Initial Contribution" means Capital Contributions made by a Director to acquire an interest in the Company. d. "Director's Interests" means the Director's collective rights, including but not limited to, the Director's right to share in profits, Director's right to a share of Company assets on dissolution of the Company, Director's voting rights, and Director's rights to participate in the management of the Company. e. "Net Profits or Losses" means the net profits or losses of the Company as determined by generally accepted accounting principles (GAAP). £ "Operation of Law" means rights or duties that are cast upon a party by the law, without any act or agreement on the part of the individual including, but not limited to, an assignment for the benefit of creditors, a divorce, or a bankruptcy. g. "Principal Office" means the office whether inside or outside the State of Texas where the executive or management of the Company maintain their primary office. IN WHMSS WBEREOF the Directors have duly affixed their signatures under hand and seal on this 3rd day of May, 2021. 7 J Arturo Jose A Andrade (Vice -President Odorico Landaverde (Secretary) 6,ao✓dy A m dv4JC Everardo Andrade (Treasurer) cit%fir Oshkosh TO: ALL CONTRACTORS FROM: ENGINEERING DIVISION OF CITY OF OSHKOSH DEPARTMENT OF PUBLIC WORKS SUBJECT: DISCLOSURE OF OWNERSHIP FORM RECEIyED JAN 2 9 2024 DEPT OF PUBLIC WORKS OSHKOSH, WISCONS(N Please review the attached Department of Workforce Development Disclosure of Ownership form. If Item 3 on this Disclosure of Ownership form applies to your company, you must complete the Disclosure of Ownership form and upload in the appropriate location on Quest V-Bid. If Item 3 on the Disclosure of Ownership form does NOT apply to your company, you must complete the information below and upload this page in the appropriate location on Quest V-Bid. CERTIFICATION I certify by my signature below that Item 3 of the attached Disclosure of Ownership form does NOT apply to my firm, or a shareholder, officer, or partner of my firm. Nam J ARTURO ANDRADE Printed Name PRESIDENT Title O&J COATINGS, INC. Company Name 01 /28/2024 Date h Engineering\Tracy Taylor\ Public Works Contracts\Miscellaneous\Disclosure of Ownership Form-2-1- Page 1 of 1 17.docx City Hall, 215 Church Avenue P.O. Box 1130 Oshkosh, WI 54903-1130 http://www.ci.oshkosh.wi.us State of Wisconsin Department of Workforce Development Equal Rights Division Disclosure of Ownership The statutory authority for the use of this form is prescribed in Sections 66.0903(12)(d), 66.0904(10)(d) and 103.49(7)(d), Wisconsin Statutes. The use of this form is mandatory. The penalty for failing to complete this form is prescribed in Section 103.005(12), Wisconsin Statutes. Personal information you provide may be used for secondary purposes [Privacy Law, s. 15.04(1) (m), Wisconsin Statutes]. (1) On the date a contractor submits a bid to or completes negotiations with a state agency, local governmental unit, or developer, investor or owner on a project subject to Section 66.0903, 66.0904 or 103.49, Wisconsin Statutes, the contractor shall disclose to such state agency, local governmental unit, or developer, investor or owner, the name of any 'other construction business," which the contractor, or a shareholder, officer or partner of the contractor, owns or has owned within the preceding three (3) years. (2) The term 'other construction business" means any business engaged in the erection, construction, remodeling, repairing, demolition, altering or painting and decorating of buildings, structures or facilities. It also means any business engaged in supplying mineral aggregate, or hau►ing excavated material or spoil as provided by Sections 66.0903(3), 66.0904(2), 103.49(2) and 103.50(2), Wisconsin Statutes. (3) This form must ONLY be filed, with the state agency project owner, local governmental unit project owner, or developer, investor or owner of a publicly funded private construction project that will be awarding the contract, if both (A) and (B) are met. (A) The contractor, or a shareholder, officer or partner of the contractor: (1) Owns at least a 25% interest in the 'other construction business," indicated below, on the date the contractor submits a bid or completes negotiations; or (2) Has owned at least a 25% interest in the 'other construction business" at any time within the preceding three (3) years. (B) The Wisconsin Department of Workforce Development (DWD) has determined that the 'other construction business" has failed to pay the prevailing wage rate or time and one-half the required hourly basic rate of pay, for hours worked in excess of the prevailing hours of labor, to any employee at any time within the preceding three (3) years. Other Construction Business Business Name Street Address or P O Box City State Zip Code Business Name Street Address or P O Box City State Zip Code Business Name Street Address or P O Box City State Zip Code Business Name Street Address or P O Box City State Zip Code hereby state under penalty of perjury that the information, contained in this document, is true and accurate according to my knowledge and belief. Print the Name of Authorized Officer Authorized Officer Signature Date Signed Corporation, Partnership or Sole Proprietorship Name Street Address or P O Box City State Zip Code If you have any questions call (608) 266-6861 ERD-7777 (R. 01/2011) SECTION 00 54 00 SCHEDULE OF VALUES PART 1 1.01 LINE ITEMS RECEIVED JAN 2 9 2024 DEPT OF PUBLIC WORKS OSHKOSH, WISCONSIN A. Bidder agrees to perform all work as described in the Contract Documents, including all labor and material for the following items — Section 05 00 00: 1. MUD VALVE FIVE THOUSAND DOLLARS AND ZERO CENTS $ 5,000.00 2. CATHODIC COVERS THREE THOUSAND DOLLARS AND ZERO CENTS 3,000 3. ROOF PAINTER'S RAILING TEN THOUSAND DOLLARS 10.000.00 4. CLEAN -OUT LINE TEN THOUSAND DOLLARS AND ZERO CENTS '�10.000.00 5. WET INTERIOR LADDER TEN THOUSAND DOLLARS AND ZERO CENTS $10,000.00 6. FALL PREVENTION DEVICES TEN THOUSAND DOLLARS AND ZERO CENTS $ 10.000.00 7. FALL PREVENTION DEVICES — DRY INTERIOR — MARION TANK FIVE THOUSAND DOLLARS AND ZERO CENTS $5,000.00 8. FALL PREVENTION DEVICES — WET INTERIOR — MARION TANK FIVE THOUSAND DOLLARS AND ZERO CENTS $ 5,000.00 9. FALL PREVENTION DEVICES — DRY INTERIOR — SOUTHWEST TANI{ FIVE THOUSAND DOLLARS AND ZERO CENTS $ 5.000.00 10. FALL PREVENTION DEVICES — WET INTERIOR — SOUTHWEST TANK THREE THOUSAND DOLLARS AND ZERO CENTS $ 3,000.00 B. Bidder agrees to perform all work as described in the Contract Documents, including all labor and material for the following items — Section 09 00 00: OSHKOSH - SCHEDULE of VALUES - 1 11. EXTERIOR REPAINT with CONTAINMENT FIVE HUNDRED AND FIFTY THOUSAND DOLLARS AND ZERO CENTS $500,000.00 12. LETTERING AND LOGOS TEN THOUSAND DOLLARS AND ZERO CENTS $10,000.00 13. WET INTERIOR REPAINT THREE HUNDRED THOUSAND DOLLARS AND ZERO CENTS $ 300,000.00 14. DRY INTERIOR SPOT REPAINT TWENTY THOUSAND DOLLARS AND ZERO CENTS $20,000.00 C. Bidder agrees to perform all work as described in the Contract Documents, including all labor and material for the following items — Section 13 00 00: 15. MIXER THIRTY THOUSAND DOLLARS AND ZERO CENTS $30,000.00 D. Bidder agrees to perform all work as described in the Contract Documents, including all labor and material for the following items — Section 16 00 00: 16. AVIATION LIGHT TEN THOUSAND DOLLARS AND ZERO CENTS $10,000.00 E. Bidder agrees to perform all work as described in the Contract Documents, including all labor and material for the following items — Section 26 00 00: 17. CATHODIC PROTECTION SYSTEM FIFTY THOUSAND DOLLARS AND ZERO CENTS $ 50,000.00 PROJECT TOTAL INCLUDING #1 THROUGH #17: NINE HUNDRED AND EIGHTY SIX THOUSAND DOLLARS AND ZERO CENTS$986,000.00 1.02 TOTALS A. Project Total Base Bid is to match total Base Bid price supplied in Bid Form. 1.03 MISTAKES A. Project Total of Schedule of Values paragraph should equal sum of individual items. If the addition of individual items does not match the total, then each individual item will be added again, and the math corrected. OSHKOSH - SCHEDULE of VALUES - 2 B. A mistake in addition for schedule items cannot be used to increase lump sum bid. If Bid correction results in an increased price, then Owner may request Bidder to reduce all individual item prices proportionally, or may reject Bid. C. Mistakes discovered after the Award, even after completion will adjust Price downward only. It is the Bidder's responsibility to recheck prices prior to Award. D. A mistake in the Schedule of Values may be used as evidence of error in any request to withdraw bids because of error. Approval of request to withdraw bids is covered in the Information for Bidders. This section is not intended to conflict with any portion of the bid package. Approval of bid withdrawal will be based solely on the Owner's interpretation of the severity of the mistake. 1.04 CHANGES in SCHEDULE of VALUES by OWNER A. The Owner reserves the right to delete any line item of Part 1.01 adjusted line item; except for coating work, at their sole discretion for any reason. All contract general costs (mobilization, demobilization, bonds, etc.) should be evenly distributed over the coating items which are not subject to deletion. B. The Bidder is advised not to overload any specific deductible line item. It could result in loss of profit if the overload item is deleted. 1.05 NON-DELETABLE WORK BEFORE and AFTER NOA A. Any deletion of line items or increase or decrease in unit cost items deemed necessary after the Notice of Award, will be completed through the Change Order procedure. Prices used in the Schedule of Values will be used in the Change Order adjustment. OSHKOSH - SCHEDULE of VALUES - 3 RECEIVED CONTRACT 24-08 JAN 2 9 2024 DEPT OF PUBLIC WORKS LIST OF PROPOSED SUBCONTRACTORS OSHKOSH, WISCONSIN Pursuant to Section 66.29(7), Wisconsin Statutes, the Bidder, as part of this Proposal, submits this full and complete list of all the Subcontractors and the class of work to be performed by each. The CONTRACTOR will be permitted to sublet a portion of the Contract, but shall perform with their organization work amounting to at least thirty percent (30%) of the original Contract amount. Work performed by the CONTRACTOR for any Bid Item that had been subcontracted will not be included towards the thirty percent (30%) calculation. If the CONTRACTOR shall sublet any part of this Contract, the CONTRACTOR shall be as fully responsible to the CITY for the acts and omissions of their Subcontractor and of the persons either directly or indirectly employed by their Subcontractor as they are by acts or omissions of persons directly employed by themselves. All Subcontractors, if any, shall be listed in the spaces provided on the Proposal Form and said list shall not be added to or altered without the written consent of the CITY. Signed, final waivers of lien will need to be provided to the CITY prior to the release of the final retainage to the CONTRACTOR. When a Subcontractor and the class of work to be performed are not listed, it shall be considered that the Bidder will perform the work themselves. NAME OF SUBCONTRACTOR CORRPRO WATERWORKS VICKERY CONTRACTING CLASS OR ITEMS OF WORK CP SYSTEM INSTALLATION MIXER INSTALLATION PERCENT OF CONTRACT AMOUNT TWO PERCENT ONE PERCENT I hereby certify that the use of the name(s) of the above Subcontractor(s) was with the knowledge and consent of the said Subcontractor(s). Signa of Bidder Page 1 of 1