MA FY08/09-CL100409 T H E •C 1 T Y •O F F ILE
COPPELL
9
April 9, 2010 x ' s '
Jimmy Sparks
SureTec
9737 Great Hills Trail
Suite 320
Austin TX 78759
RE: FY 08/09 Street & Alley Repair Contract
Dear Mr. Sparks:
The City of Coppell is still holding 10% retainage on the referenced project in the amount of
$17,992.13. As of this date, the City has not received the Maintenance Bond or Affidavit of
Final Payment. Under the terms of our contract, we will not release final payment until those
items are received.
If you wish to request partial release of remaining funds to satisfy any outstanding claims prior to
full release, please submit that request for release in writing, The request should clearly state
what companies are still owed monies and the amounts owed. The request should also include
the affidavit that all bills have been settled with the exception of the ones indicated. We will
then issue final payment when you are able to provide a full affidavit of all bills paid and the
required maintenance bond.
Call me at the number below if you have any questions.
Sincerely,
Keith Marvin, P.E.
Project Engineer
Office: 972/304 -3681
Fax: 972/304 -3570
kmarvin(d cop elltx.gov
cc: David Dodd, Nichols, Jackson, Dillard, Hager & Smith LLP
Jerod Anderson, Purchasing Agent
Mr. Majid Khalaf
Procon Paving & Construction
10361 Bickham Rd
Dallas TX 75220
255 PARKWAY * P.0. BOX 9478 * COPPELL TX 75019 * TEL 972/462 0022 * FAX 972/304 3673
A
,.�, ∎N Jimmy Sparks
s, (512) 314 -3660 Direct
(512) 314-3661 Facsimile
ll r `► jsparks@suretec.com
S u reTe
January 8, 2010
City of Coppell
ATTN: Keith Marvin, P.E.
255Parkway
P.O. Box 9476
Coppell, TX 75019
RE: Principal: Procon Paving & Construction
Bond No.: 4370965
Obligee: City of Coppell
Project: Street and Alley Repair
Dear Mr. Marvin:
This correspondence will advise that at this time SureTec is requesting that all funds be
delivered directly to SureTec at the address listed below. As you know the project is a public
project and is governed by the Texas Government code 2253 and SureTec supplied Payment
and Performance bonds in accordance with 2253.
As you may be aware, several subs and /or suppliers have been submitting claims and they
have been referred to SureTec. Please note the payment bond is there to allow for subs and
suppliers to have a source of recovery if they are not getting paid on the project, as they cannot
lien a public job, Once The City of North Texas sends payment to SureTec, we will settle all
claims and pay perfect claims (valid and timely), and deny those that did not comply with
Chapter 2253 of the Government Code. Once The City of North Texas has made all payments
due, Procon and /or SureTec will make sure that all perfected claims are paid. I trust this
correspondence provides you with the assurance needed to make all remaining payments to
SureTec. I understand that Procon has sent you a letter of Directive ( "LOD ") as well indicating
that all remaining funds should be set to SureTec as well.
Please find the enclosed General Indemnity Agreement for your review. This indemnity
agreement executed by Procon grants any accounts receivables of Procon to SureTec. I trust
this correspondence provides you with the assurance needed to make the remaining payments
to SureTec.
ctful
my p -, s
Surety Claims Manager
Cc: Procon Paving & Construction (Majed Khalaf) — via e-mail
9737 Great Hills Trail • Suite 320 • Austin, Texas 78759 • 512.732.0099 • Toll Free 866.732.0099 • Fax 512.732.2663
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Jan 19 10 02:35p Eyad 9728890295 p.1
PROCcE
PAVING & CONSTRUCTION
272.830.9212
January 19, 20010
City of Coppell
ATTN: Keith Marbin
Re: Contract Amount: $319,000
Project: Annual contract pavement repair
Dear Mr. Marbin:
We request that you send all contract proceeds earned and to be earned under our
contract with you directly our project disbursing administrator, SureTec Information
systems, Inc. at the following address:
Procon Paving & construction
C/O SureTec Information Systems, Inc.
ATTN: Jimmy Sparks
9737 Great Hills Trail, Ste., 320
Austin, TX78759
Your Checks will still be made payable to Procon Paving & Construction. This directive
may only be changed by written consent of our bonding company SureTec Insurance
Company ( "SureTec "). You signature below, indicating your agreement to make
payment in this manner, is needed to process the payment accordingly.
We look forward to completion of the project very soon. Should you have any questions,
please do not hesitate to contact me.
Majed Kalaf
Procon Paving & Construction
Agreement and Acknowledgement
Owner: City of Coppell
By: Y1U C
Authorize Represent five
Date: \ / \
Titre: r e.
J,4
A Kw
S
Y
Proem Paving and Construction, Inc.
GENERAL AGREEMENT OF INDEMNITY
This General Agreement of Indemnity, herein called the "Agreement," is made and executed this 21
day of Mare , 2009 by the undersigned, herein called the "indemnitors," in favor of, and for
the benefit of SureTec Insurance Company and Its ocesuretiies, reinsurers, and other sureties through
whom it may procure the execution of bonds and undertaking, herein collectively called the "Company."
W tnesseth:
WHEREAS, certain bonds, guaranties, obligations of suretyship, undertakings and other Instruments in the nature of
a bond or ancillary thereto (all such bonds, guaranties, obligations, and undertakings being collectively referred to
herein as "bonds ") may have heretofore been, and may hereafter be, required by, for, or on behalf of the
Indemnitors or any one or more of the Indemnitors, in whosd bonds the Indemnitors do hereby affirm to have a
substantial material and beneficial interest; and as a condition precedent to the execution of any and all such bonds,
the Company requires execution of this General Agreement of Indemnity;
NOW, THEREFORE, in consideration of these premises, and of the execution or continuance or renewal of such
bonds, and for other good and valuable consideration, the Indemnitors do, for themselves, their heirs, executors,
administrators, personal representatives, assigns and any and all of their wholly or partially owned subsidiary
companies, subsidiaries of subsidiaries, proprietorships, divisions, affiliates, partnerships, joint ventures or co-
ventures in which any of the undersigned Indemnitors, have any interest or participation, whether open or silent,
now in existence or which may hereafter be created or acquired, jointly and severally agree with, and make this
General Agreement of Indemnity in favor of, and for the benefit of, the Company as follows:
1, The lndemnitors shall pay to the Company, at its home office at 952 Echo Lane, Suite 450, In the City oP
Houston, Harris County, Texas, all sums due or to become due hereunder, including, but not limited to, all
premiums, fees, and charges at the rates and at the times specified by Company, and will continue to pay the same
when such premium, fee, or charge is annual and when additional premiums, fees, or charges are due for changes
to underlying bonded obligations. Premiums are due and payable upon execution of bonds and upon renewal
thereof. Th e indemnitors shall be liable for additional and renewal premiums hereunder until the Company shall be
discharged and released from any and all liability and responsibility upon and from each such bond or liability arising
therefrom, and until the lndemnitors shall deliver to the Company at its home office in Houston, Texas, competent
written evidence, satisfactory to the Company, of the Company's discharge from all liability on such bond or bonds.
The Indemnitors shall also pay to Company, its affiliates, or to third parties, as the case may be, all underwriting,
inspection, funds disbursement, escrow, special handling, fling, recording, and similar fees required or charged in
connection with the underwriting, execution, or administration of any bonds.
2. The Indemnitors shall Indemnify and save the Company harmless from and against every claim, demand,
liability, cost, loss, charge, suit, judgment, award, fine, penalty, and expense which the Company may pay, suffer, or
incur in consequence of having executed, delivered, or procured the execution of such bonds, or any renewals or
continuations thereof or substitutes therefor, including, but not limited to, court costs, mediation and facilitation fees
and expenses, funds disbursement and escrow fees, fees and expenses of attorneys, accountants, adjusters,
inspectors, experts, and consultants, whether on salary, retainer, in house, or otherwise, and the expense of
determining liability, or procuring, or attempting to procure, release from liability, or in bringing suit or claim to
enforce the obligation of any of the lndemnitors under this Agreement. in the event the Company deems it
necessary to respond to, make an investigation of, or settle, defend, or compromise a claim, demand or suit, the
General Agreement of Indemnity Rev 11 -06
Page t of 9
E d [L6 'ON 3313US AdS17 E OI OZ 'lZ 'Ndr
A
S ureTe c
Date: January 22, 2010 From: Jimmy Sparks
To: Keith Marvin e-mail:
Fax: (972) 304 -3570 Phone: 866 -732 -0099 (toll -free)
Direct: (512) 314 -3660
Re: City of Coppell Fax: (512) 314 -3661
No. of Pages: 9 CC:
Dear Mr. Marvin;
Per our conversation, please find the attached correspondence for your review.
Should you have any questions or concerns, please do not hesitate to contact me.
Sincerely,
Jimmy Sparks
9737 Great Hills Trail, Suite 320
Austin, TX 78759
'd l lob 'ON o313ps Wdti:E OlOZ 'Zl up
Indemnitors acknowledge and agree that all loss, cost, and expense attendant to such response, investigation,
settlement, defense, and compromise, whether incurred internally or otherwise, and whether or not indemnitor has
offered to defend Company, is included as an indemnified expense and shall be paid by Indemnitors to Company on
demand. in the event of payments by the Company, a voucher, affidavit, bordereaux or other evidence of such
payments are prima facie evidence of the amount paid, propriety thereof, and of the Indemnitors' liability therefor to
the Company. In the event that Indemnitors are covered by any insurance policy or policies for any matter or claim
that may be brought against Company, or for which Company may have any exposure or liability, the coverage
under such insurance policy or policies shall be primary. Indemnitors waive any and all claims of subrogation
against Company.
3. Payment of loss or deposit of cash, cash collateral, or other collateral security acceptable to the Company shall
be made to the Company by the Indemnitors as soon as liability exists or is asserted against the Company, whether
or not the Company shall have made any payment therefor, Such payment shall be equal to the larger of (a) the
amount of any reserve set by the Company, or (b) such amount as the Company, In Its sole Judgment, shall deem '
sufficient to protect it from Toss. The Company shall have the right to use the collateral, or any part thereof, in
payment or settlement of any IIability, loss or expense for which the Indemnitors would be obiigated to indemnify the
Company under the terms of this Agreement. If for any reason the Company shall deem it necessary to increase a
reserve to cover any possible liability or loss, the Indemnitors will deposit with the Company, Immediately upon
demand, a sum of money equal to any increase thereof as collateral security to the Company for such liability or
loss. Indemnitors acknowledge that there is no adequate remedy at law for the breach of this provision and that
payment of damages would not adequately compensate Company for such breach. Accordingly, Company may
compel lndemnitors to specifically perform these obligations pursuant to applicable law.
4. The Indemnitors immediately upon becoming aware of any demand, notice, or proceeding preliminary to
determining or fixing any liability, with which the Company may be subsequently charged under any such bond, shall
notify the Company thereof in writing at its home office, 952 Echo Lane, Suite 450, Houston, Texas, 77024.
Recognizing that the Company is relying on the financial information provided by Indemnitors, Indemnitors shall
notify the Company immediately of any event which adversely affects the financial stability of any Indemnitor.
5. The Company shall have the right to settle, compromise, prosecute, or defend any claim or action brought
against the Company or any indemnitor upon or relating to any bond or any affirmative claims by any lndemnitor
against Company or a third party relating to any bonds or any interests granted herein. Company's decision with
respect thereto shall be binding and conclusive upon the lndemnitors.
6, The Company, and its designated agents, consultants, and representatives, shall at any and all reasonable
times, have free access to the books and records of the Indemnitors. Indemnitors consent to Company's requests
for, and use of, consumer credit reports and Investigative consumer credit reports with respect to any of the
individual Indemnitors. Any bank, depository, creditor, credit bureau or credit reporting agency, obligee of a bond,
subcontractor, material supplier, claimant, prior surety, agent, or other person, firm or corporation possessing
records or having information concerning the financial affairs and records or having information conceming the
current or past financial affairs and operations of the Indemnitors is hereby authorized to fumish to the Company
and Its representatives, consultants, and affiliates, any such records or information requested by the Company.
Indemnitors will execute, as requested by the Company, any additional documents necessary to cause the release
and production of records and information authorized by this paragraph.
7. In the event the Indemnitors, or any of them, shall (a) fail to pay any premium or underwriting charge or fee
when due, or (b) fail to pay any amounts due hereunder, (c) abandon, forfeit or breach a bonded contract or
obligation, or have been alleged to have abandoned, forfeited, or breached any such contract, (d) breach or be
declared to have breached any bond issued by or at the request of Company, (e) have proceedings instituted
against them, or any them, alleging that they are insolvent, or for the appointment of a receiver or trustee for the
benefit of creditors, whether such Indemnitor(s) are Insolvent or not, (f) have proceedings instituted against them, or
any of them, the effect of which may be to deprive any of them of the use of any part of the equipment, funds, or
assets used in connection with the work under bonded contract so as to hinder, delay or impede the normal
satisfactory progress of the work, (g) fail to cooperate with Company in the investigation of claims made or
threatened to be made against Company, (h) be In breach or default of any funds disbursement, escrow or other
agreement executed in connection with any bond, or (1) If any Indemnitor is an individual, the Indemnitor's dying,
absconding, disappearing, incompetency, being convicted of a felony or imprisoned, and if the indemnitor is any
other entity, any change or threat of change in the character, identify, control, management, beneficial ownership or
existence of lndemnitor, or (I) the Company shall become insecure or unsure of the Indemnitors' willingness or
General Agreement of Indemnlly Rev 11-08
Page 2 of 9
ti d l L6ti 'ON 3313PS Wd�ti OIOZ 'ZZ 'Nd�
ability to perform their obligations hereunder, and irrespective of whether lndemnitors have been declared in default
under any bond or undertaking, the Company shall have the right, but not the obligation, to. (x) take possession of
the work and under any other contract in connection with which the Company has given its bond or bonds within the
purview of this Agreement and, at the expense of the lndemnitors, to continue performance of the contract(s), or
cause, consent to, or arrange for, the completion thereof, (y) direct the obligees under such bonds to hold or
forward contract proceeds and retainages due, earned, or to become due or earned, under the contract to the
Company or its designees for disbursement or offset against other obligations of lndemnitors to Company as it
deems necessary or advisable, and/or (z) take such other and further action as the Company may in its sole
discretion, deem advisable, prudent, or necessary.
8. lndemnitors shall pay interest on, and interest shall accrue on, all unpaid indebtedness of lndemnitors to
Company at an interest rate equal to the lesser of (a) eighteen percent (18 %) per annum or (b) the Highest Lawful
Rate (as such term is defined below). Interest on unpaid premiums shall not begin to accrue, however, until 45 days
following the date of execution of a bond, or the renewal of a bond, by Company or its attomey -in -tact.
Notwithstanding any other provision herein, the aggregate Interest rate charged under this Agreement, including ail
charges, fees, or other payments in connection herewith or therewith deemed in the nature of Interest under
applicable law shall not exceed the Highest Lawful Rate. It is the intention of Company and lndemnitors to conform
strictly to any applicable usury laws. Accordingly, If Company contracts for, charges, or receives any consideration
which constitutes interest In excess of the Highest Lawful Rate, then any such excess shall be canceled
automatically and, if previously paid, shall at Company's option be applied to the outstanding principal balance due
hereunder or be refunded to lndemnitors. As used in this paragraph, the term "Highest Lawful Rate means the
maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or
received under the laws applicable to Company which are presently in effect or, to the extent allowed by law, under
such applicable laws which may hereafter be In effect and which allow a higher maximum non - usurious interest rate
than applicable laws now allow.
9. As further security, the lndemnitors hereby grant to the Company a security Interest In, and lien on, ail of their
equipment, machinery, plant, Inventory, insurance policies, vehicles, tools, real property, general intangibles, and
materials, as well as sums, claims, causes of action, accounts, accounts receivable, and rights due or to become
due in connection with any contract, whether or not bonded by Company. This Agreement shall constitute a Security
Agreement and a Financing Statement for the benefit of the Company in accordance with the Uniform Commercial
Code and all similar statutes and a deed of trust or mortgage, as applicable, and may be filed by the Company
without notice to perfect the security interests and liens granted herein. The Company may add schedules, property
descriptions, and other documents to this Agreement as necessary and may sign a copy of this Agreement, or copy
thereof, Where requlred for filing as a Financing Statement or to otherwise perfect any interest granted herein. For
the purpose of recording this Agreement, a photocopy of this Agreement acknowledged by a representative of
Company before a Notary Public as being a true copy hereof shall be regarded as an original. The grant of the
security interest and Ilen position, and any efforts to perfect same, are in addition to, and not in abrogation of,
substitution for, nor restriction of any and all rights which the Company has or may have under this Agreement, at
law, or in equity.
10. The lndemnitors hereby irrevocably nominate, constitute, appoint and designate the Company and its
designees as their attomey in -fact with the right, power, and authority, but not the obligation, to exercise all of the
rights and powers of the lndemnitors assigned, transferred, and set over to the Company in this Agreement, and In
the name of the lndemnitors, or any one or more of them, to make, endorse, execute, sign, fill in blanks, and deliver
any and aft additional or other instruments and writings, including, but not limited to, assignments, financing
statements, documents, documents of conveyance, instruments, checks, drafts, deposit, ACH, and wire transfer
directives and orders, change of address and account notices, liens and releases thereof, applications, certificates,
draw requests, orders, releases, and papers deemed necessary or desirable by the Company, and to collect the
proceeds thereof, in order to give full effect not only to the intent and meaning of the obligations assumed, and the
agreements made, by lndemnitors hereunder, and the assignments and conveyances made herein, but also the full
protection intended to be herein given to the Company under ail other provisions of this Agreement. The lndemnitors
hereby ratify and confirm all acts and actions taken and done by the Company and its designees as such attomey-
in-fact, The powers and authority granted herein shall not be affected by the disability or Incapacity of the
lndemnitors or any one or more of them.
11. The Indbmnitors understand and agree that the circumstances, financial or otherwise, of any one or more of
the lndemnitors may change substantially over the period of this agreement and the lndemnitors therefore agree to
keep themselves fully informed as to the business activities and financial affairs of any one or more of the
General Agreement of Indemnity Rev 11-08
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S • d l[617 ON 0313E1S wdgti € o�oz zz Nor
Indemnitors and of the risks being engaged in so that the Indemnitors are always aware of the risks of hazards in
continuing to act as Indemnitors. The Indemnitors hereby expressly waive any requirement for notice from the
Company of any fact or information coming to the notice or knowledge of the Company affecting its rights or the
rights or liabilities of the Indemnitors.
12. In the event of any claim or demand being made by the Company against the Indemnitors, or any one of more
. of the parties so designated, by reason of the execution of a bond or bonds, the Company Is hereby expressly
authorized to settle or compromise with any one or more of the lndemnitors Individually, and without reference or
notice to the others, and such settlement or composition shall not affect the liability of any of the others and the
Indemnitors hereby expressly waive the right to be discharged by reason of the release of one or more of the
Indemnitors, and hereby consent to any settlement or compromise that may hereafter be made.
13. The Company is not required, by reason of any application for a bond or by reason of having issued a previous
bond, bid bond, "bondabiNty letter," or otherwise, to execute or procure the execution of or participate in the
execution or renewal of any further bond or bonds. The Company, at Its sole option and without assigning any
reason therefor, may decline to execute or to participate in or procure the execution or renewal of any bond without
impairing the validity of this Agreement or incurring any liability to Indemnitors. Any promise or agreement by
. Company or its representatives or agents to issue or execute any bond or undertaking in the future shall be
revocable at will by Company unless and until such bond or undertaking is properly authorized, issued and delivered
by Company. Company's failure or refusal to Issue final bonds after bld bonds or other proposal guarantees have
been issued shall not excuse Indemnitors from their liability to Indemnify and hold Company harmless from any loss
or claim against such bid bond or proposal guarantee, nor shall such failure or refusat give rise to any cause of
action in favor of Indemnitors for alleged losses of anticipated profits or other benefits.
14. The lndemnitors acknowledge and agree this it is their sole responsibility to provide the proper forms
for the bonds to be executed by the Company, and to review and approve any bond and undertaking
executed by the Company on its own forms. Neither the Company, nor Its agents, shall have any liability
whatsoever to the Indemnitors if they shall fail to furnish the Company with the proper forms or to object to
forms furnished by the Company. It shall be the sole responsibility of the Indemnitors to review all bond
forms executed by the Company for appropriateness and for any errors or omissions prior to delivery of the
bonds to an obligee. The Company and its agents shall have no liability to the Indemnitors on account of
any negligence (whether sole or concurrent), inadvertence, error or omission in the preparation, execution,
or delivery of any bonds. Prior to requesting that the Company issue any bond, the Indemnitors shall obtain
confirmation that the proposed obligee on the bond will accept the Company as surety on the proposed
bond, and neither the Company, nor its agents, shall have any iiability whatsoever If any obligee refuses, for
whatever reason, to accept the Company as surety on any bond. The Indemnitors agree that the
Indemnitors shall be solely responsible for arranging, independent of the Company, for the timely delivery
of any bond to the obligee. The Company and its agents shall have no liability to the lndemnitors if any
bond is not timely delivered to any obligee for any reason whatsoever, including any negligent acts or
omissions on the part of the Company or its agents.
15. The Indemnitors agree that the Company's liability, if any, to the Indemnitors, or to any of them, on
account of any acts or omissions by the Company or any of its consultants, affiliates, agents, or
representatives (whether such acts or omissions arise in tort, negligence, trespass, breach of contract, by
statute, or at law) arising out of or relating to any bonds or any other conduct of the Company or its agents,
representatives, employees, attorneys, attorneys -in fact, adjustors, or consultants Is hereby expressly
limited to an amount not to exceed the premium actually paid to the Company for such bond.
18. If the Company procures the execution of such bonds by or for other companies, including specifically, but
without Iimftallon, American Contractors Indemnity Company, Texas Bonding Company, or U.S. Specialty
insurance Company, or executes such bonds with co- sureties, or reeinsures any portions of such bonds with
reinsuring companies, then all the terms and conditions of this Agreement shall apply and operate for the benefit of,
and may be enforced by, such other companies, co-sureties and reinsurers as their interests may appear. A written
statement, signed by an officer of SureTec Insurance Company, attached to a copy of this Agreement before or after
execution hereof by Indemnitors, confirming procurement of execution, co- surety, or reinsurance by such other
companies, shall be prima facie evidence of the rights of such other companies hereunder and shall be binding on
Indemnitors to the same extent as if such companies were named as the Company herein in the first instance. Any
action to enforce this Agreement may be brought In the name of such other companies without the necessity of
joinder of Company.
General Agreement of Indemnity Rev 11-08
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9 'd l l6ti 'ON o313ENS Wd9ti :E OIOZ 'ZZ 'Nd�
17. The liability of the Indemnitors hereunder shall not be affected by the failure of the lndemnitors, or any one or
more of them, to sign any contract, bond, rider, undertaking, or this Agreement, nor by any claim that other
indemnity, security, or collateral was to have been obtained, nor by the release of any indemnity, nor the return or
exchange of any collateral, nor the forbearance or neglect in the enforcement of any requirements relating to the
disbursement, administration or control or contract proceeds, that may have been obtained or occurred. if any party
signing this Agreement is not bound for any reason, this Agreement shall still be binding upon each and every other
Indemnitor. The Company may, but shall not be obligated to, accept other and further Agreements of Indemnity
from lndemnitors or others, and may allow Indemnitors or additional indemnitors to execute Agreements of
Indemnity In multiple counterparts. It is understood and agreed that the execution of multiple, successive,
replacement, or additional Agreements of Indemnity or the release or partial release or the capping of liability of
some of the Indemnitors shall not operate to release lndemnitors. Indemnitors waive any and all claims that such
other or additional Agreements of Indemnity constitute novetlons, substitutions or releases of the Indemnitors or of
this Agreement.
18. This Agreement may be terminated by the Indemnitors, or any one or more of the parties so designated, only
upon written notice, of not less than thirty (30) days, sent by registered mail to the home office of the Company, 952
Echo Lane, Suite 450, Houston, Harris County, Texas 77024. In no event, however, shall any such termination
notice operate to modify, bar, discharge, limit, affect or impair the liability of the party sending such termination
notice, with respect to, upon or by reason of any and all such bonds executed prior to a date thirty (30) days after
the date of the Company's actual receipt of such notice in Its home office as aforesaid. Any such termination notice
shall not operate to modify, bar, discharge, limit, affect or impair the liability of non - terminating indemnitors, with
respect to, upon or by reason of any and all bonds issued by Company.
19. The Indemnitors understand and agree that this document is a continuing agreement to indemnify over an
Indefinite period and that bonds Issued by the Company may vary widely in amounts and nature and that the
Indemnitors will be bound by all such bonds, and any changes in the amounts of such bonds or underlying
obligations, whether or not Company consents to such changes. The Indemnitors shall continue to remain bound
under the terms of the Agreement even though the Company may from time to time, heretofore or hereafter, with or
without notice to or knowledge of the indemnitors, accept or release other agreements of indemnity, collateral, or
conditions in connection with the procurement of bonds, from Indemnitors or others, It being expressly understood
and agreed by the lndemnitors that any and all other rights which the Company may have or acquire against the
lndemnitors or others under any such other or additional agreements of Indemnity or collateral shall be In addition
to, and not in lieu of, the rights afforded Company under this Agreement.
20. This General Agreement of Indemnity is govemed by, and shall be interpreted in accordance with, the laws of
the State of Texas without giving effect to any law or rule that would cause the laws of any jurisdiction other than the
State of Texas to be applied. All of Indemnitors' duties and obligations under this Agreement are clue, payable, and
performable in Houston, Harris County, Texas. Company shall be entitled to enforce this Agreement by an action
brought in any locale where Company maintains an office, where Indemnitors may reside or maintain an office, or
where any of the bond obligations were to be performed. if any provision or provisions, or portion thereof, of this
Agreement shall be void or unenforceable under the laws of any jurisdiction governing its construction, this
Agreement shall not be void or vitiated thereby, but shall be construed and enforced with the same effect as though
s uch provision or provisions, or portion thereof, were omitted and the other provisions shall remain in full force and
ffect
21. This General Agreement of Indemnity applies to bonds heretofore or hereafter written by or at the request of
Indemnitor, or any of them, by Company as surety, co- surety, or reinsurer on behalf of the indemnftors, or any of
them, and any and all of their wholly or partially owned subsidiary companies, subsidiaries of subsidiaries,
proprietorships, divisions or affiliates. partnerships, joint ventures or co-ventures in which any of the undersigned
lndemnitors, their wholly or partially owned subsidiary companies, subsidiaries of subsidiaries, divisions,
proprietorships, or affiliates, have any interest or participation whether open or silent; jointly, severally, or in any
combination with each other; now in existence or which may hereafter be created or acquired by lndemnitors or any
of them.
22. The Indemnitors hereby warrant and represent. the accuraoy of all financial statements submitted or to be
submitted to the Company, and covenant and agree that the assets described therein are dedicated to assigned,
and imposed with a trust for the purpose of this Agreement and for the benefit of the Company.
General Agreement of Indemnity 11 -08
Page 5 of 5
L d l l6ti ON 031hNS AcI9 O lOZ 'ZZ 'Nb�
23 Except where prohibited by law, lndemnitors hereby waive all right to claim any property, Including homestead,
as exempt from levy, execution, sale or other legal process secured or requested by Surety under the laws of the
United States or of any state or province or of any other government.
24. Indemnitors declare that all monies due and to become due under any contract or contracts covered by bonds
issued by the Company are trust funds, whether in the possession of the lndemnitors or otherwise, for the benefit of
and for payment of all obligations for which the Company would be liable under any of said bonds. Said trust also
inures to the benefit of the Company for any liability or loss it may have or sustain under arty of said bonds. and this
Agreement shall constitute notice of such trust.
25. THE UNDERSIGNED INDEMNITORS REPRESENT TO THE COMPANY THAT THEY HAVE CAREFULLY
READ THIS ENTIRE AGREEMENT CONSISTING OF THIS PAGE, THE PRECEDING PAGES, AND ANY PAGES
WHICH FOLLOW, AND THAT THERE ARE NO OTHER PROMISES, AGREEMENTS OR UNDERSTANDINGS
WHICH IN ANY WAY LESSEN OR MODIFY THE OBLIGATIONS 'SET FORTH HEREIN. THE UNDERSIGNED
INDEMNITORS RECOGNIZE THAT THE ABOVE AND FOREGOING AGREEMENTS INCLUDE BROAD RIGHTS
IN FAVOR OF COMPANY AND LIMITATIONS ON THE LIABILITY OF COMPANY AND ITS AGENTS FOR
CERTAIN ACTS AND OMISSIONS, INCLUDING NEGLIGENT ACTS AND OMISSIONS. THE EFFECTIVE DATE
OF THIS AGREEMENT OF INDEMNITY SHALL BE THE DAY AND YEAR FIRST ABOVE WRITTEN,
REGARDLESS OF THE DATE OR DATES ON WHICH THE UNDERSIGNED MAY EXECUTE THIS
AGREEMENT AND REGARDLESS OF WHETHER BONDS WERE ISSUED BY THE COMPANY BEFORE OR
AFTER THE EXECUTION OR EFFECTIVE BATE OF THIS AGREEMENT. THE COMPANY'S ACCEPTANCE OF
THIS AGREEMENT SHALL BE PRESUMED AND 13 DEEMED EFFECTIVE BY ITS RECEIPT OF THIS
AGREEMENT, ITS RELIANCE HEREON, OR BY ITS EXECUTION OF ANY BOND OR UNDERTAKING FOR
INDEMNITORS OR ANY OF THEM.
Corporation or Partnership Corporation or Partnership
Name: Procon Pavl : and :.- ction, Inc. Name; Big D Concrete, Inc.
. BY: Al ..� Sy: C�v�Ea
Signature Si re
Printed Name & Title: Printed Name & Title:
Majed Khalaf, President Muamar Anani, President
10361 Brckham Rd., Dallas, Texas 75220 10363 Bickham Rd., Dallas, Texas 75220
Street or P.Q. Box City State/Zip Street or P.O. Box City BtateiZlp
Individual Individual
Name: Majed Khalaf, Indivi uall Name: Manal Khalaf, IndmduaI y
By:
By: A44
Signature Signature
426 Stone Canyon, Sunnyvale, Texas 75184 426 Stone Canyon, Sunnyvale, Texas 75184
Street or P.O. Box City State/Zip Street or P.O. Box City StatelZlp
Individual Individual
Name: Plana Alsarabl, Individually Name: mad Aibelbaisi, Idlvidual
, l K/
By: .if, •..LL �� • 6. . �' 1 !r B y: e3c g
Signs re Signe re
25 Lochle Ri chardson, Texas 75082 25 Lochleven, Richardson, Texas 75082
Street or P.O. Box City State/Zip Street or P.Q. Box City State/Zip
General Agreement of Indemnity Rev 11 -08
Page 6 of 9
8 'd l l6ti 'ON 0313E1S WdW E O IOZ 'll mr
Individual Individual
Name: Muamar Mani, Individually (dame; Flanadi M- Sharif Mani, Individually
BY l fay: �.U, d � - - y
Signs re � � Signature
2217 All Saints Lane, Piano, Texas 75025 2217 All Saints Lane, Plano, Texas 75025 _
Street or P.O. Box City ' State/Zip Street or P.O. Box City State/Zip
Individual
Name: Masoud Khayyat, Individual
By s . -
Signature
10201 Deermont Trial, Dallas, Texas 75243
Street or P.O, Box City State/Zip
Corporate Notary Acknowledgment
State of Texas §
County of batlAS g
On this 2- day of /hull 2009, before me personally appeared
Ma ed Khalaf
personalty known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is
subscribed to the within instrument and acknowledged to me that he/she executed the same In his/her authorized
capacity as the President of Procon Paving and Construction, Inc. , said
corporation, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person
acted, executed the instrument.
WITNESS my hand and- official seal-. `
STEVEN J. aNECKEft ' Notary
�� NOTARY PI IBIJC
X y STATE OF TEXAS Commission Ex I nI 2SIAL
MY CONIM. EXP. es- S0-2009
Corporate Notary Acknowledgment
state of Texas §
County of baks §
On this 40'-- day of M 2009, before me personally appeared
Muamar Ananl, President
personally known to me ( or proved to me on the basis of satisfactory evidence) to be the person whose name is
subscribed to the within instrument and acknowledged to me that he/she executed the same In his/her authorized
capacity as the President of Bpi D Concrete, Inc. , said
corporation, and that by his/her signature an the instrument the person, or the entity upon behat? of which the person
acted, executed the Instrument.
WITNESS my hand and official seal . • -
< STEVEN J. MNECKER ALA--
e! I NOTARY' P,ug Notary Public
•
' , r 9TA'rg o - r xAS Commission f, Expires
p�
General. _ .; : ' ndel i ' g. IXr90"a0
Paps 7 of 9
6 'd l l6ti 'ON a31hNS WdCti OIOl 'ZZ 'Nb'P
Individual Notary Acknowledgment
State of Texas §
County of ta16s 9
2.4*
On this J3.Y ■ 0 day of M Ara% 2009, before me personally appeared
Ma'ed and Manal Khalaf
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within and foregoing instrument, and acknowledged to me that he/she/they executed the same In his/
her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument, the person(s) executed the
instrument.
'7r>. tirfVBNkl:it
' - t Notary Public
'+ .05.90.2009 Commission Expi
iuYCOMM:�
Individual Notary Acknowledgment
State of Texas §
County of a, ti §
On this AV day of Mar 2009 , before me personally appeared
Hana Alsarabl
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose names) is /are
subscribed to the within and foregoing Instrument, and acknowledged to me that he/she/they executed the same in his/
her/their authorized capacity(ies), and that by his /her /their signature(s) on the instrument, the person(s) executed the
instrument
WITNESS my hand and official seal
-,'r OMEN J. ZINECKER
• :!V NarfrnY pueuc Notary Public
re / OrA1 r TExA9 • Commission Expl :s
14A► LN. EXP. d5 342009
Individual Notary Acknowledgment
State of Texas §
County of T
On this x1 day of Mar c1, 2009, before me personalty appeared
E •dAlbelbaisi
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within and foregoing Instrument, and acknowledged to me that he/she/they executed the same in his/
her/their authorized eapaoity(les), and that by his/her /their signature(s) on the Instrument, the person(s) executed the
instrument
WITNESS. my. hand and official seal
SrEYEN.rZ2tl®i
Notary ublic
AIDTARY Commission E s
1 I STATEoFTE AS t:
IIWOoMM. EIcP. 05-8041(19
• General Agreement of Indemnity Re 11.08
Page 8 of 9
Ol d
l[619 'ON D313ENS WdLti Ol OZ '66 'Nb'r
Individual Notary Acknowledgment
State of Texas §
§
County of lia1 laws §
On this 2i• day of p(iraN 2009, before me personally appeared
Moamar and Hanadi Al- Sharif Ananl
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) Is/are
subscribed to the within and foregoing instrument, and acknowledged to me that he/she /they executed the same in hlsl
herlthelr authorized capacity(Ies), and that by his/her/their slgnature(s) on the instrument the person(s) executed the
instrument w
WITNESS my hand :official seat
L k4 't rr , Not IC Notary Public
`� 1 SIA�EOF Commission .Ir
- COWL EXP. O5- 90,20 -
Individual Notary Acknowledgment
State of Texas §
County of _Wja.$ §
On this p.4- day of Marc, 2009, before me personally appeared
Masoud Khayyat
personally known to me (or proved b me on the basis of satisfactory evidence) to be the person(s) whose name(s) Is/are
subscribed to the within and foregoing instrument, and acknowledged to me that he /she/they executed the same In his/
her/their authorized capacity(ies), and that by his/her /their slgnature(s) an the instrument, the person(s) executed the
Instrument
WITNESS my hand and -official seal. •
/
STEVEN J. aNECKER
0 t NOTAHYPuEuc Nofary Pub k:
j77,-7,
STATE OrTExns Commission Expire -
�, MY COMM. EXP. 06.ao•2009
General Agreement of Indemnity Rev 11 -0s
Page 9 of 9
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