Exhibit A
Minutes Exhibit A Port Commission Special Meeting of August 15, 2017 Testimony of Ralph B. Ibarra, President — DiverseAmerica Network Port of Seattle Commission Special Meeting: August 15, 2017 RE: Non-compliance by Clark Construction Group, LLC of Design-Build Contract Provisions For the record, my name is Ralph Ibarra and my company is DiverseAmerica Network, my home is in Algona, Washington, and | have been a tax-paying resident of the Port’s jurisdiction since 1980. | am here representing Sundancer Electric, Inc., a prominent subcontractor on the International Arrivals Facility Project and to testify in opposition to the purpose and intent of Agenda Item 6c, Attachment A; International Arrivals Facility (IAF); Authorize the Balance of Funding (Capital Improvement Project #C800583). My testimony is to alert the Port of Seattle Commissioners of the non-compliance by Clark Construction Group, LLC of critical provisions contained within the Design-Build Contract executed on July 20, 2015. Particularly troubling is Clark Construction’s lack of adherence to those Federal Aviation Administration Supplementary Provisions referenced in ARTICLE 2- WORK OF THIS CONTRACT that states: “Without limiting the generality thereof, Design-Builder shall in that event comply with Section 01 05 01c ofthe Requirements Documents.” Entitled Required Contract Provisions for Airport Improvement Program Projects $100,000 And Over, Prompt Payment to each subcontractor is clearly defined: “The prime contractor agrees to pay each subcontractor under this prime contractfor satisfactory performance of its contract no later than 10 daysfrom the receipt ofeach payment the prime contractor receivesfrom Port ofSeattle... This clause applies to both DBE and non-DBE subcontractors.” Moreover, the Port's provisos within ARTICLE G-08; subsection G-08.03 PROGRESS PAYMENTS are definitive: Item D. The Design-Builder is required to make payment to all Subcontractors and Suppliersfor all Work included within the Progress Payment within ten (10) Daysfrom the receipt ofthe Progress Payment. Furthermore, the Design-Builder shall require all subcontracts issued under this contract to all Subcontractors and Suppliers at all tiers to also make all due payments within ten (10) Days of their receipt ofpayment. Item E. The Design-Builder shall supply with each payment request a certification signed by a corporate or company officer. This certification shall attest that all payments by the Design-Builder due to Subcontractors or Suppliersfrom the last payment estimate have been made within the ten (10) Day payment period. The certification shall attest that the Design-Builder will make payment within ten (10) Days of all obligations duefrom the current payment estimate. The Design-Builder is required to receive the same certification from all Subcontractors and Suppliers at all tiers. It is particularly critical to know that inconsistent compliance of the aforementioned clauses of the Design-Build Contract held by Clark Construction Group, LLC could be considered a material breach of the Design-Build Contract. Furthermore, details of how Clark Construction Group, LLC has not fulfilled its obligation to make required payments to its Prime Subcontractor Macro-Z-Technology (MZT) - under Subcontract Agreement No. 41554, and has failed to process the required Change Orders to substantiate payments to MZT Subcontractors; namely, Sundance Electric, Inc. are outlined in a supplemental memorandum, along with Exhibits for reference. In closing, we respectfully ask that any request to authorize additional funding for the International Arrivals Facility be deferred until the ACTIONS REQUESTED contained in the supplemental memorandum are accomplished. IN DIVERSEAMERICA N ET wW O R K 826 Algona Blvd. North Algona, WA 98001 USA C: (253) 653-4645 | E: Ralph®MBEWorld.com W: DiverseAmerica.Net MEMORANDUM TO: Port of Seattle Commissioners Cc: David Soike, Port of Seattle Interim Chief Executive Officer Ralph Graves, Managing Director — Port of Seattle Capital Development Division FROM: Ralph B. Ibarra, President | DiverseAmerica Network Representing Sundancer Electric, Inc. DATE: August 15, 2017 RE: Design-Build Contract for International Arrivals Facility Project (IAF) BACKGROUND This memorandum is to alert the Port of Seattle Commissioners of the non-compliance by Clark Construction Group, LLC of critical provisions contained within the Design-Build Contract executed on July 20, 2015. Particularly troubling is Clark Construction’s lack of adherence to those Federal Aviation Administration Supplementary Provisions referenced in ARTICLE 2- WORK OF THIS CONTRACT that states: “Without limiting the generality thereof, Design-Builder shall in that event comply with Section 01 05 01c ofthe Requirements Documents.” Entitled Required Contract Provisions for Airport Improvement Program Projects $100,000 And Over, Prompt Payment to each subcontractor is clearly defined: “The prime contractor agrees to pay each subcontractor under this prime contractfor satisfactory performance of its contract no later than 10 daysfrom the receipt ofeach payment the prime contractor receivesfrom Port ofSeattle...This clause applies to both DBE and non-DBE subcontractors.” Moreover, the Port's provisos within ARTICLE G-08; subsection G-08.03 PROGRESS PAYMENTS are definitive: Item D. The Design-Builder is required to make payment to all Subcontractors and Suppliersfor all Work included within the Progress Payment within ten (10) Daysfrom the receipt of the Progress Payment. Furthermore, the Design-Builder shall require all subcontracts issued under this contract to all Subcontractors and Suppliers at all tiers to also make all due payments within ten (10) Days of their receipt ofpayment. The Design-Builder must Justify to the Port in writing any intent to withhold payment ofmonies due to any Subcontractor or supplier. Item E. The Design-Builder shall supply with each payment request a certification signed by a corporate or company officer. This certification shall attest that all payments by the Design-Builder due to Subcontractors or Suppliersfrom the last payment estimate have been made within the ten (10) Day payment period. The certification shall attest that the Design-Builder will make payment within ten (10) Days ofall obligations due from the current payment estimate. The Design-Builder is required to receive the same certificationfrom all Subcontractors and Suppliers at all tiers. No Progress Payments will be processed until the Design-Builder's certification is received. It is particularly critical to know that inconsistent compliance of the aforementioned clauses of the Design-Build Contract held by Clark Construction Group, LLC could be considered a material breach of the Design-Build Contract. The BACKGROUND synopsis is a prelude to details of how Clark Construction Group, LLC has not fulfilled its obligation to make required payments to its Prime Subcontractor Macro-Z-Technology (MZT) - under Subcontract Agreement No. 41554, for IAF Project No. 113458 - and failed to process the required Change Orders to substantiate payments to MZT Subcontractors; namely, Sundance Electric, Inc (Sundancer). As such, the relevant circumstances and details are outlined in chronological order: October 31, 2016: Subcontract No. 1385-002 entered into between Macro-Z-Technology Company (“Contractor”) and Sundancer Electric, Inc. (“Subcontractor”); “Contractor has entered into a contract with the following Owner: Clark Construction Group, LLC (Clark) and Port of Seattle, (a) the firm fixed price of Five hundred ninety-three thousand two hundred eighty-nine Dollars ($593,289.00). March 16, 2017: Sundancer Electric, Inc. issues Serial Letter #13 to MZT about the hardship that has been caused by not having processed change orders that Sundancer has proceeded with work as directed by MZT in order to attempt to comply with a fast tract schedule for the IAF. Total of directives that have not been processed into change orders as of this date: $3,178,549.59. [See EXHIBIT A] Page 1 of 2 March 20, 2017: Ralph Graves alerted to lack of processed change orders from MZT to Sundancer for work authorized by Clark via Addendums and Bulletins, now totaling over five (5) times the original firm fixed price of S600K. April 18, 2017: Email response from Lou Palandrani, Senior Vice President, Clark Construction Group - California LP in answer to an inquiry by Mian Rice with these statements: “...Clark is actively working w/MZT and Sundancer to ensure they are receiving due paymentsfor work completed on the project and that includes any work associated with change order scope...Both Clark and the Port will work to expedite any payments to MZT and Sundancer.” Alas, Mr. Palandrani’s promises turned out to be empty. [See EXHIBIT B} about May 5, 2017: Sundancer Project Supervisor Joshua Van Allen issues a letter to MZT outlining his concerns work directives for the IAF Parking structure 3" floor that includes this opening sentence: “ATTENTION: For two months now Sundancer Electric has been asking about the design on the 3"floor parking level. Not only is it incomplete and doesn’tfollow the ports standards for the amount ofoutlets and data drops, it is also too vague of the IAF to attempt an install.” [See EXHIBIT C] This letter attests to Sundancer’s commitment to the integrity Project and to properly notify MZT of potential schedule impacts of MZT’s directives. June & July 2017: Numerous assurances from MZT that Sundancer would be paid for work performed on the IAF. August 2, 2017: Email from Jim Mortensen, Macro-Z-Technology to Sundancer and a large number of Subcontractors about MZT’s May Invoice to Clark, informing them all that: “Clark Construction has paid our May invoice and after careful review we discovered that they had short paid the invoice based on their recent approval.” Mr. Mortensen elaborated with these statements: “Clark Construction indicated that they have not received approvalfrom the Port ofSeattle and were waitingfor supported labor rates that they had requested from MZT in October 2016. Well, after tracking down emails we found that MZT did not drop the ball as Clark kept accusing us ofyesterday and in previous emails. MZT responded to the request and provided the requested information to Clark Construction for their submission to the Port ofSeattlefor review. This is out of our hands and although Clark Construction states we dropped the ball, we have a paper trail showing we turned in the required documentation they requested and they dropped the ball by not working with the Port ofSeattle to resolve this matter. We negotiated the change order and settled on and amount with Clark Construction on May 16, 2017. As we have been told multiple times with the Port ofSeattle, we don’t have a contract with them but with Clark Construction so theyfeel their hands are tied in this matter.” [See EXHIBIT D] August 3, 2017: Sundancer issues Serial Letter #14 to MZT about Sundancer Financing Fees/Interest — Notice of Impact and Claim, in response to Mr. Mortensens email. These are the salient points from Sundancer’s Serial Letter #14: “Sundancer was provided with an accounting spreadsheetfrom MZT yesterday (August 1), indicating $97,553.10 will be paid, leaving an additional $397, 446.90 remaining due and owing on the May invoice (provided Sundancer receives the $97,553.10 payment). In addition, Sundancer’s June Invoicefor $430,000 is also due and owing, for a total outstanding amount of$925,000 — just under a million dollars. Further, Sundancer’s July invoice seeks an additional S80k, a reduced amount due to the direction that Sundancer may not billfor its directed change order work until those change orders are entered into the system. With Sundancer’s additional changed and extra work, Sundancer’s July invoice will exceed $400,000. Ultimately, Sundancer is currentlyfinancing this workfor MZT, Clark and the Port, and is suffering extraordinaryfinancial ” [See EXHIBIT E] impacts and repercussions as a result ofthe magnitude of unpaid contract and extra work. ACTIONS REQUESTED It is respectfully requested that actions be taken to compel Clark and MZT to fulfill their responsibilities to immediately pay Sundancer the full past due amount of $925,00, and assure prompt payment of their July invoice of over $400,000. Additionally, an audit be conducted of all “Monthly Amounts Paid to All Subcontractor Participants” forms submitted to the Port by Clark and MZT as required by condition 1.07 REPORTING OF AMOUNTS PAID TO ALL SUBCONTRACTORS, as stipulated in DIVISION 0 — REQUIREMENTS DOCUMENTS | Document 00 83 00 — Civil Rights, Title VI, and Non-Discrimination: “A. The Contractor shall submit, with each application for progress payment, a completedform titled “Monthly Amounts Paid to All Subcontractor Participants”. A sample is appended to this Section. The Prime Contractor, Subcontractors and all lower tier Subcontractors shall include Subcontractors and Suppliers data on thisform.” [See EXHIBIT F] Page 2 of 2 — ha EXHIBIT A | « SUNDANCER “FECTRE 7. WC / . SRLCir ) "a iE 25500 74% Ave S Kent, WA 98032- A Veteran, Native Ameriiarn, Phonesi253-398-2500 DBE/MBE Owned Business Fax: 253-398-2957 03/16/2017 Serial Letter #13 To Macro~Z Technology Company Address: 841 East Washington Avenue, Santa Apna CA PROJECT: International Arrival Facility Enabling Project - Early works Project NG: 113458Contract NO. 41554 SUBJECT: Processing change orders ATTENTION: Kent Henry i Mr Henry, orders. We have We have spoken on numerous pocasionsaboutthehardship thet has been caused by not having peacessed change schedule, Wehavesupplied pricing, assisted proceededwithworkas directed byMZTinorder to attempt comply with a fasttrack additional elactridansto build this fast track projedt. With engineering coordination with Port of Seaitle requirement. Brought an many (mak Inaurred2greatdealofcostandoverhiezad expense. the turden of the forced en directives. { believe we have been mote than patient during this rrocess. We can no longer afford t6 ey We are using our capital and are We cannot increase ourfinesofcreditbecause we co not have 2pproved or guaranizedchangeorders, forced to borrowmoneyto coverthe cost of Iunlding your prajed. of our original contract We have issued Purchase orders for well over ¥ million doliars forworkthet was riot part Evary timewe complain aboutthisissuewearetoldthatyouwillhave 2 chanceordernexdweek.Thishasbeengoingansince December.Whenisitencuah?Pleaseforwardchange orderssothat wecancontinueour work ang rotbaconcernedaboutgetting paid. To date we have the following non processed changes: Addendum #4; $513,754 Addendum #5: 3 172,090 Bulletin £31 $450,7M Builetin # 2: $65,968 Bulletin #4: 51,946,443.5% Fire alarm equipment purchase $22,500 Total ofdirectivesthat have not been processed info change orders $3,178,530.59 We have several pending areas of impact and delay: Excelicace i Slechical Canstnchion - ~ Aho LACrit 35500 740 Ava S Kent, WA 95032 Phone 253-198-2095 4 Veteran, Native Amencan, 3, Fas: 253-398-2057 OBEMBE Owed Business 1. Shi Differential cost. From beginning through Apr, $317,085.00 ia addandhum 4, it wasnatnotedthatthesa conduits 2. RF] for concrete encased conduits thatmustshifttonew panellocations will Have tobe instaltad 35 well 35 locating aif of the loads. ware underground and could notbeintercepted, New @laways Assumed cast for locating and installing ew conduits$68,000.60 Ww Offica space rents! for relocation. $5,008 4. Added communication baxes hat identified on contrac, drawings. $28,000. excluded from our bid. n Night Work inefficiencies. $140,800 Nightwork vias 6. bokIssuing kes and sccess issues additional hows. $61,200 7. Actions) cast i Parking ck. Undefinedatthe momen, 8. Commissioning requirercents nok includes with spec or bid. $25,000 Port. $100,008 a: Miscchangesoradditicne! requirements by 10. Manpowerefficiency issues. $125,000 Roa VanAllen Ber 3 AY “5 a >. oT on Bandar Sapalflancg i SleckyicatSensbuscton * FW: Small Business: Sundancer mailbox:///C:/Users/Admin/AppData/Roaming/Thunderbird/Pro... Subject: FW: Small Business: Sundancer From: "Graves, Ralph"EXHIBIT B Date: 4/18/2017 5:11 PM Yo: "Ralph B. tbarra* Flares ah gnswer that nur cinttadter pratidedto Mian, Whi coritinass tachasethis as wel Raigh eonTTT vee bre wenoSTUITITORTITTTIISSTIITRLONGIET From: Lou Palandrani Sent:Tuesday, Apsil 18, 2017 4:36 PM To: Rice; Mian Ce: Paustian, Anny; Jarvi, Valarie; Dysart, Michael; Brush, David - Contractor; Sheerer, Janat; Marivic Barnba Chennault (marccheonaiit@cdlarkconstruction.com); MarshallSingh; Clark, Marguerite Subject: Re: SmallBusiness: Sundancer Hi Mian, | wanted to.get back to you promptly on this issue, since Clark is actively working w/ MZT and Sundancer to ensure they are receiving due payments for workcompleted on theprojectandthat includes any work associated withchange order scope. To that end, we have initiated thefollowingaction:. & Clark has made a direct paymentto Sundancerfor premium time work requested on theproject in an effort to support gettinga faster payment to Suridaricer (Sundancerisa sub-to MZT) e Clark is making payment toMZTndji turn we expectMZT is makingpaymenttoSundancerasweget paid by the Port for approved invoices, We will followup onthisTssue » We have assigned a team, lead by one ofou senior managers - Marshall Singh, toreview and resolve the change proposal. submitted by MZT/Sundancer for change orderwork,We have recently receiveda revised proposalfrofn MZT/ Sundancer which is less than that originally submitted and itisa follow up to our initial change order resciutionmeeting. o We are currently reviewing all payroll records submitted by MZT and Sundancer to ensure they are getting due payment for actual labor expended on the project. © We plan to review w/ MZT and Sundancer all material purchases to make payment for legitimate matertal purchases related to the project s Clark will be working w/ the Port over the nextweek ta resolve change related workscape or theworkthat MZT and Sundancer has underway with the goal to be abletoinclude an appropriate requisition for MZT JSundancer tn our April 2017 pay request fo the Port. ® Both Clark and the Port will work to expedite any due payments to MZT and Sundancer. Again, | wanted to quickly respond on the [ssue and let you know what efforts are already underway. We are focused on getting due payment to all our subcontractors, including Sundancer. As discussed w/ you last week when you were at our office, feel free to call me at any time if you have any questions related to Clark Construction and the JAF project. Thank you Lou Palandrani LEEDAP Senior Vice President Clark Construction Group- California LP San FranciscoCA 415-767-7000 / IrvineCA714-429-9779 Viohile 510-715-6212 License No. 835892 dns.clarkcornistruction.com On Tue, Apr 18, 2017 at 11:36AM, Rice, Mian wrote: Hello All Whats the status regarding Sundancer Electrical Inc.? I just received a copy ofa letier {dated 3/16/17) to MZT indicating Change Order concerns thatequate up to $3.1M. Has this issuebeenresolved? If not, what is the plan of actionto resolve these C/O * 1of2 8/11/2017 12:16 PM Auer Fn EXHIBITC Seendricel (Cordraiors Sesttie Wa 25500 747 Ave S Kent, Wa 38033 £ Veteran, Native American: Phone:252-396-2999 DBE/MBE Owed Business Fax: 253-398-2957 Date: 5/8/2017 SER# 3025 TO: Macro-Z PROJECT: International Arrival Facility- Early works SUBIECT: Parking structure 3" floor ATTENTION: For two months now Sundancer electric has been asking about the design on the 3™ floor parking level. Not only is it incomplete and doesn’t follow the ports standards for the amount of outlets and data drops, it is also too vague to attempt an install. Approximately 2 months ago Quintin Richardson began to pose the question of install in multiple emails. After no avail, I began to redesign the 3" floor communication and power rout. I have spent 20 hours, Multiple meetings and 3 separate design draw ups. This morningIreceivedanemail toproceedforsurfacemounting all conduit inthe3"floor parking Clark said he would send me garage. Which has been in talks for about a week and a haif prior too this. Jeff something in writing, which I asked about almost every day. Surface mounting this conduit brings up fastening andaesthetic issues. Theproblemwithfasteningiseither using togglesorscrews. Thetoggles are not approvedintheportspecs arenetseismicand maynotbethebestbetforthe 2" concrete ceiling. Screwing into the hat channel is impossible, due to the fact that it is poured in concrete. There is a second layer of hatchannelthat sits above the otherhatchannel,itis most likelytoothin to attach to andisa Vz inch above the ceiling. In order to fasten the conduit rack securely to the ceiling every anchor point needs to have an approximate 4 inch hole. This will ruin the aesthetics of the ceiling and will possibly need a shroud afterward. 1 am not satisfied that the port has accepted a surface mount install. I have seennoother conduit installed an the ceiling. Not to mention that the port has said the install has not been accepted by them. Formeto installthisconduit ontheceilingsurfacemountandgothroughtheprocessofbeing blamed by the Port or Clark weighs heavily on my mind. This letter is my attempt to show that this may go awry and will possibly need to be redone, This has already caused schedule impacts, costs and is not Sundancer's fault, We have done our diligence to attempt to make this flow smoothly. The e mail I received this merning statesthatthiswork needs to be completedbythis coming Wednesday 5/10. The duration ofwork in this area does not change. No amount of man power,overtime at. Having or night work will get this done by Wednesday. This area is too small to throw all 15ofour guys that two shifts in the same area is very counter productive. This work will take 2.5 weeks. Lets not forget there are port rules that need to be followed one of which are waiting 7 days for outages and access, Phere il] he additional coat for J shifts round the clock with nat guarantee that we will be able wi wien the schedule put in front of this. The lack ofplanning and seglect RK give ndive is ridiculous considering tins has heen jn the Clark Construction and the Pods hands for several weeks. We believe with the avertiowe and shift differential thai the piss will not work with out and the improper shift non fication means we w ii he paving double time, our extra anticipated Lost could be approximately 540.000 crer oar esting, The work as defined is inefficient, we will have to nok in and out of every area. ABLCATs will have to be requested agai. We also had an agreement when we received your last payment that we could not continue on extenaed vertu, ; Efoerreinno fertvionf Cappat Sivtss Logstleecei SApoUHons Catviis JpSUNDANCER Sreirial Conjracions Seeltis. WA Z5500 74°F Ave § Kent, WA 98032 4 Veteran, Native American, Phone:253-398-2999 CBE/MBE Owned Business Fay; 253-398-2897 sr Joshua Van Allen & ~e SEA, { (AGE. Ji SUNDANCER 2 f° FLECTRL } pe. mS BUNDANCER ELECTRIC INC. Veteran Owned, Native American Business 25500 74™ Ave 3, Kent,WA 88032 Ph: 253-358-2859 Fx: 253-398-2997 Cell: 426-492-6632 Erovetlonce ie Sloctsical Conshuiion EXHIBIT D From: Jim Mortensen [mailtojmortensen{@mztco.com] Sent: Wednesday, August 02, 2017 1:28 PM To: Erin Tasche ; Eric Duke ;, Sean Morgan ; Ron Van Allen . ; Josh ;Wendi Edwards ; S Paul Singh ; Dow,Richard ; Ronald Robke ;Chase Chandler ; davep@purcelipainting.com; mi@mnlfoxconstructioncom; Steve Bell ; Don Henricksen ; russ(@applyaline.con; radama(@cascadeconst.com; BrandonZahnow ; Marace{@acousticaldesigninc.com; ajailletf@crinw.com; sdyvarasf@isinstallationscom; esepolen/@obuncoengineerinecom; ‘deollazo@penhall.com’ (deollazo/@penhallcom) ; Dave Spurgin (dave/@mysignsource.com) ; scotti@sklandscanellc.com;steve,greiling@titanearthcom; kelly(@trade-marxcom; mph{@tucciandsons.com; smorrisigwondoor.com Cc: Jeremy Wastweet ; William Esparza ; GregMoore ; Jamse Lerum ; JeffBowers ; Barrell Johnson Subject: SEATAC JAF - May Invoice Importance: High Team, Clark Construction has paid our May invoice and after careful review we discovered that they had short paid the invoice based on their recent approval. Once we received notification ofthe payment our team began the process of determining what was billed versus what was paid only to discover in addition to the initial determination ofreduced payment they did not pay any ofthe change order work. So yesterday, MZT had a meeting with Clark Construction to discuss this additional short pay (over $1.2 million) in change order work. Clark Construction indicated that they havenot received approval from the Port ofSeattle and were waiting for supported labor rates that they had requested from MZT in October 2016. We listened carefully to their discussion and why they were not going to pay the invoice only to hear again that the Port of Seattle was not proceeding because ofmissing or requested information that MZThadn’tprovided. So, thismorning I spent over two (2) hours reviewing the requested labor rate requirements they rejected andasked to have resubmitted back in October 2016. Most ofyeu will remember that you had to provide some additional information on your SUTA rates and some other minor issues. Well, after tracking down emails we found that MZT did not drop the ball as Clark kept accusing us of yesterday and in previous emails. MZT responded to the request and provided the requested information to Clark Construction for their submission to the Port of Seattle for review. Here is where we stand as oftoday regarding payments. Clark Construction has paid usfor base contract work only for ourMay invoice. This invoice was short roughly $115,000 (on the base contract) which Clark indicated they are processing. The payment for change order work is on hold pending additional revisions to labor rates being requested by Clark Construction and the Port of Seattle. Their timeline on approval is roughly: ifwe get them the additional information by Friday, then it will take two (2) weeks for review, one (1) week for the Port of Seattle to award a change order, and then payment can be processed. Right now Clark is on a forty-five (45) day pay cycle with the Port of Seattle. We are currently on at least a sixty (60) day pay cycle with Clark Construction. Marshall Singh has indicated the best situation is award by the end of August which we interpret to mean payment possibly mid-September. We are providing you the phone numbers ofour Clark Construction Representatives for you to call and speak with them regarding delayed payments. This is out ofour hands and although Clark Construction states we dropped the ball, we have a paper trail showing we turned in the required documentation they requested and they dropped the ball by not working with the Port of Seattle to resolve this matter. We negotiated the change order and settled on an amount with Clark Construction on May 16, 2017. As we have been told multiple times with the Port of Seattle, we don’t have a contract with them but with Clark Construction so they feel their hands are tied in this matter. The following are the points ofcontact for this project: Lou Palandrani, Project Director/ St VP mobile (510) 715-6212 Marshall Singh, Project Director mobile (714) 448-6073 Jeff Clark, Senior Project Manager mobile (702) 303-8110 We are currently working on the base contract payment amounts and are trying to find out when the “short” pay will be resolved. We hope to have the amounts resolved by tomorrow so we can get checks processed. Please don’t call the accounting department because right now it is in my hands to work out the payments based on the “approved” schedule of prices. Please forward this email to whomever in your firm needs to receive it. I will do my best to get the payment schedule out by tomorrow so you are aware ofwhat you are being paid for your May invoice. Respectfully, Jim Mortensen Macro-Z-Technology 816 99" Street E. Tacoma, WA WWW.TZ{Co.Com jmortensen@mztco.com Ph. (253) 536-1100 Direct (253) 539-9757 FAX (253) 536-1121 Cell (253) 363-3087 a dis SUNDANCE EXHIBIT E a \ RLEETR EL Fe.5 INC | | ; - 25500 74% Ave S Kent, WA 98032 A Veteran, Native American, Phorie: 253-398-2099 DBE/MBE Owned Business Fax: 253-398-2997 08/03/2017 Serial Letter #14 TO: Macro-Z Technology Company Address: 841 East Washington Avenue, Santa Ana CA PROJECT: International Arrival Facility Enabling Project - Early works Project NO: 113458 Contract NO. 41554 SUBJECT: Sundancer Financing Fees/Interest Noticeof Impact and Claim ATTENTION: Jim Mortensen Dear Jim, Sundancer Electric is in receipt of Macro-Z-Technology’s email dated 08/02/2017. Sundancer Electric understands that its payment for May 2017 though currently due is being held up by forces beyond Sundancer’s control and, according to MZT, specifically due to Clark's failure to timely and properly submit its payment applications. MZT 106 days expects the payment will likely be delayed until sometime in mid-September of 2017 or approximately from the invoicing date. Sundancer was provided with an accounting spreadsheet from MZT yesterday, indicating $97,553.10 will be paid, leaving an additional $397,446.90 remaining due and owing on the May invoice (provided Sundancer receives the $97,553.10 payment). . In addition, Sundancer’s June Invoice for $430,000 is also due and owing, for a total outstanding amount of $925,000—just under a million dollars. Further, Sundancer’s July invoice seeks an additional $80k, a reduced amount due to the direction that Sundancer may not bill for its directed change order work untii those change orders are entered into the system. With Sundancer’s additional changed and extra work, Sundancer’s July invoice will exceed $400,000. Ultimately, Sundancer is currently financing this work for MZT, Clark, and the Port, and is suffering extraordinary financial impacts and repercussions as a result of the magnitude of unpaid contract and extra work. . Sundancer is a small, disadvantaged business and is struggling to bear the financial burden MZT, Clark, and the Port are imposing. Sundancer has and will be forced to seek (for the second time) financial assistance from others to continue its performance on the job. As a result, Sundancer will incur financing fees, additional interest, and administrative costs, among others. In addition, MZT, Clark, and/or the Port are in violation of Washington's Prompt Payment Act and the contractual payment provisions. MZT, Clark, and/or the Port are responsible for all damages Sundancer incurs. Therefore, this letter serves as Sundancer’s Notice of Impact and Claim, Sundancer will be compiling all accounting fees and interest and will submit the final accounting when available. Again, we are a private, small business that Is unfairly supporting a public project with our own dollars. Please don't forget too that we are a tax paying entity in King County as well, and should not be placed in this corrosive atmosphere. Please cantact me with any questions or concerns that you may have. Eavelfgace in Cloctrical ComatuctonLF . fo KF iE Tare FO sepals EXHIBIT F of Seattle MONTHLY AMOUNTS PAID TO ALL SUBCONTRACTOR PARTICIPANTS This form is to be completed by the Prime and all Subcontractors that hire lower tier subs and suppliers. Contractor (Prime/Subcontractor): Street Address: City: State: Zip: For the Month Of: Contract Number: Work Project Number: Project Title: Prime Bid Price Dollar Amount of the DBE Goal at Award De Amount Amount Subcontractor Participant Date Ethnic Contract Specification Paid Paid (Name And Address) Paid Code Type - Section WBE This Month To Date Ethnic Code Contract Type - Total DBE Participation C = Caucasian S = Subcontractor Achieved To Date B = Black M = Material Supplier H = Hispanic JV = Joint Venture Total MBE Participation A = Asian American Achieved To Date | = American Indian Alaskan Native } O=0Other - Total WBE Participation . Achieved To Date Comments CANCELLED CHECKS REQUIRED [] Attached UPON REQUEST. [] Not available this report [0 Checks Attached Are For Previous Reporting Period Signature Title Date Page 1 of 2 INSTRUCTIONS FOR COMPLETING THE MONTHLY AMOUNTS PAID TO ALL SUBCONTRACTOR PARTICIPANTS FORM DUE MONTHLY AND AT END OF PROJECT Complete the form for each project, every month and at the end of the project. Each form should reflect payments made during the month and cumulative to date. Atthe end of the job, the form should reflect all payments made since the last form was submitted. The form is due in the Port's EEO office on the 5th of each month and at the end of the project. A company may be requested to submit forms for progress payments prior to the end of the quarter if there have been unusual circumstances. This would include: exceptionally large projects, companies or contractors having a poor record of EEQ responsibility, refusal to submit timely reports, complaints, etc. The Contract Number is the number assigned to the contract by the Port of Seattle. (Example: MC-0310234) The Work Project Number is the specification number assigned to the project by the Port of Seattle at the time that bids are advertised. The Project Title is the job title from the specifications, contracts, etc. The Contract Bid Price is the total amount for which the contract was signed with the prime contractor. The DBE Award Amount is the total dollar amount of the subcontractors’ bids. I Please enter one of the following into the Ethnic Code column. C — Caucasian B — Black H — Hispanic A — Asian American | — American Indian or Alaskan Native O- Other Enter one of the following codes into the Contract Type column. S - Subcontractor M — Material Supplier JV — Joint Venture The Amount Paid This Month is to be the actual dollar amount disbursed to each participant from the 1% day fo the last day of the month. This figure does not include any monies owing or retained at the time the form is signed. The Amount Paid to Date is the actual cumulative dollar amount disbursed to each participant from the beginning of the project and includes the amounts paid during the reporting month. Forms should be completed in ink or typed. Forms completed in pencil will be returned to the contractor. All forms not properly completed will be returned to the contractor for correction. Progress payments may not be released if the form is not received by the Sth of each month. Page 2 of 2
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