M. R. Tanner Agreement

STREET MAINTENANCE AGREEMENT
BETWEEN CITY OF APACHE JUNCTION
AND M.R. TANNER CONSTRUCTION

PROJECT NO.: HFS26-13
“Ironwood Drive Overlay”

THIS AGREEMENT is made as of the __ day of 2026 (the
“Effective Date”)by and between the CITY OF APACHE JUNCTION, an Arizona
municipal corporation (“City”), and M.R. TANNER CONSTRUCTION, an Arizona
corporation (“Contractor”), sometimes collectively referred to as the “Parties”,
or individually as a “Party”.

RECITALS

A. Contractor asserts its willingness, ability and qualifications to
provide the completed products, goods and services (the “Work”) called for in
City of Buckeye Cooperative Job Order Contract No. 2025081, Contractor’s
Estimate dated May 13, 2026 (the “Contract Documents”), or as more fully
described in Exhibit A.

B. For purposes of this Agreement, the “Contract” shall include the
general requirements of both this Agreement and the Contract Documents.

Cc. City and Contractor desire to set forth their respective
responsibilities and the manner and terms upon which Contractor shall
complete the Work.

D. City has complied with the public bidding requirements under
Arizona Revised Statutes (“A.R.S.”) Title 34, and Apache Junction City Code,
Vol. |, Chapter 3: Administration, Article 3-7: Procurement Procedures, or such
work is categorically exempt from such process.

AGREEMENT

NOW, THEREFORE, in consideration of the Recitals noted above, the
mutual covenants and conditions below, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged,
the Parties agree as follows:

1. PROJECT DESCRIPTION: Contractor shall do and perform or cause
to be done and performed in a good workmanlike manner, the Work set forth in
accordance with and as more fully described in the Contract Documents.

2. COMPENSATION AND PAYMENTS: The total amount payable by the
City to the Contractor is an amount not to exceed Five Hundred Forty Three
Thousand Nine Hundred One Dollars ($543,991) (the “Contract Sum”) for the
performance of the Work under the Contract Documents, except for changes
authorized by properly executed change orders. All contracts will be operable
for their full term at the rates quoted in the initial bid proposal. Upon notice that
the Work is ready for final inspection or acceptance, a City representative shall
promptly cause an inspection to be made. Payment to Contractor on the basis
of a certified and approved estimate of the Work performed during the
preceding calendar month under Contact Documents may include payment for
material and equipment, but to ensure the proper performance of such
Contract, City shall retain ten percent of the amount of each estimate until final
completion and acceptance of all material, equipment and Work covered by the
Contract Documents. An estimate of the Work submitted shall be deemed
approved and certified for payment seven (7) calendar days after the date of
submission unless before that time the City prepares and issues a specific
written finding setting forth those items in detail in the estimate of the Work that
are not approved for payment under Contract Documents. City may withhold an
amount from the payment sufficient to pay the expenses City reasonably expects
to incur in correcting the deficiency set forth in the written finding. Payments
shall be paid on or before fourteen (14) calendar days after the estimate of the
Work is certified and approved. The estimate of the Work shall be deemed
received by City on submission to any person designated by City for the
submission, review or approval of the estimate of the Work. Final payment shall
not become due until the Contractor submits to the City all required lien waivers,
releases and any other data establishing payment or satisfaction of all
Contractor’s obligations. If any subcontractor refuses to furnish a release or
waiver required by City, Contractor may furnish a bond to indemnify City against
any such lien. If any such lien remains unsatisfied after all payments are made,
Contractor shall refund to City all monies that the latter may be compelled to pay
in discharging such liens, including all costs and reasonable attorney fees.

3. TERM: The Term of this Agreement shall commence on September
2, 2026 and end on December 31, 2026. This Agreement may be extended upon
mutual written consent of the Parties provided that any amendment shall be
executed by an authorized signatory of the Parties and provide in writing the
amended term of the Agreement and, if applicable, a specified dollar amount of
additional payment to be owed by City to Contractor.

4. CONTRACTOR’S STANDARD OF PERFORMANCE: The Work shall
be performed by qualified professional construction contractors and suppliers
licensed in Arizona, selected and paid by Contractor and acting in the interest of
Contractor. While performing the Work, Contractor and its subcontractors shall
exercise the reasonable professional care and skill customarily exercised by
reputable members of Contractor’s profession practicing in the Phoenix
Metropolitan Area and shall use reasonable diligence and best judgment while
exercising its professional skill and expertise. Contractor shall be responsible
for all errors and omissions committed by Contractor or its subcontractors in
the performance of the Work.

5. LABORAND MATERIALS: Unless otherwise provided in the Contract
Documents, Contractor shall provide, pay for and insure under the requisite
laws and regulations all labor, materials, equipment, tools and machinery,
water, heat, utilities, transportation, other facilities and services necessary for
the proper execution and completion of the Work, whether temporary or
permanent, and whether or not incorporated or to be incorporated in the Work.

6. INSPECTIONS AND QUALITY OF WORK: Contractor understands
and agrees that City will inspect the Work. Contractor agrees that City will have
the exclusive right to determine, in its sole discretion, whether the Work has
been performed in accordance with the Contract Documents. Contractor
further agrees to make such corrections to the Work as may be directed by City
to conform to the Contract Documents without requirement of a change order or
any additional charge or cost to City whatsoever. The Work will be of good
quality, free from faults and defects, and in conformance with the Contract
Documents.

7. WARRANTY: Contractor shall guarantee the Work against defective
labor, workmanship and/or materials for a period of one (1) year from the date of
its final acceptance by City (the “Warranty Period”), ordinary wear and tear and
unusual abuse or neglect excepted. Any omission on the part of City to
condemn defective work or materials at the time of construction shall not be
deemed an acceptance and Contractor will be required at its sole cost to
correct defective work or materials before final acceptance. If City notifies
Contractor of defective labor, workmanship, or materials during the Warranty
Period, Contractor shall begin correcting the defect within fourteen (14)
calendar days of receipt of written notice from City. Such work shall include the
repair or replacement of other work or materials damaged or affected by
making the warranty repairs or corrective work all at no additional cost to City.
In the case of Work materials or equipment for which warranties are required by
the special provisions of the Contract Documents, Contractor shall provide or
secure from the appropriate subcontractor or supplier such warranties
addressed to and in favor of City and deliver same to City prior to final
acceptance of the Work. Delivery of such warranties shall not relieve

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Contractor from any obligation assumed under any other provision of the
Contract. The warranties and guarantees provided in this Section 7 shall be in
addition to and not in limitation of any other warrantees, guarantees or remedies
required by law, and shall survive the expiration of this Agreement for the time
period mentioned above.

8. TAXES: Contractor shall pay as they become due all license, sales,
consumer, transaction privilege, use and other similar taxes for the Work or
portions of the Work which are legally enacted at the time bids are received
whether or not yet effective or subsequently applicable due to acts of
jurisdictions or bodies other than City.

9. PERMITS AND FEES: Unless otherwise provided in the Contract
Documents, Contractor shall secure and pay for all permits, government fees,
licenses and inspections necessary for the proper execution and completion of
the Work which are customarily secured after execution of the Contract, and
which are legally required. Contractor shall give all notices and comply with all
laws, ordinances, rules, regulations and lawful orders of any public authority
bearing on the performance of the Work. City permits for this Work will be
provided to Contractor at no cost. Contractor understands that the activity
described in the Contract constitutes “doing business in the City of Apache
Junction” and Contractor agrees to obtain a business license pursuant to
Chapter 8 of the Apache Junction City Code, Vol. 1, and keep such license
current until the Work, including any Work during the Warranty Period, is
accepted by the City. Contractor also acknowledges that the tax provision of
the Apache Junction Tax Code, Chapter 8A, may also apply and if so, shall
obtain a transaction privilege license and/or other licenses as may be required
by the city code. Any activity by subcontractors within the corporate city limits
will invoke the same licensing regulations on the subcontractors, and
Contractor shall require its subcontractors obtain and keep all applicable
licenses current. Further, Contractor agrees to pay all applicable privilege and
use taxes that are applicable to the activities, products and services provided
under this Agreement.

10. INDEPENDENT CONTRACTOR: City and Contractor agree and
understand that the relationship between the Parties is that of an independent
contractor. As such, Contractor is not entitled to receive any benefits to which
City employees are entitled by virtue of their employment with City. City shall
not be responsible for payment to employees of Contractor for salaries, related
taxes (including, but not limited to, federal social security tax as well as federal
and state unemployment taxes) and all other expenses related to their
employment or contractual relationship with Contractor. Contractor shall be
responsible to City for the acts and omissions of its employees, subcontractors
and their agents and employees and other persons providing any of the
materials under any contract document.

11. SUPERINTENDENT: Contractor shall employ a competent project
superintendent who shall be in attendance at the Project site during the
progress of the Work. The superintendent shall represent and be the community
agent of Contractor and communications given to the superintendent shall be as
binding as if given to Contractor. Important communications shail be confirmed
in writing. The designated superintendent shall be designated for each project
and communicated to City before work is performed.

12. PROGRESS SCHEDULE: Contractor shall, immediately after
entering into this Agreement, generate an estimated progress schedule for the
Project, which shall be maintained and updated during the construction of the
Project. Work may progress during regular City business hours only if it is
determined by City not to disturb normal operations.

13. INDEMNIFICATION: To the fullest extent permitted by law,
Contractor shall defend, indemnify and hold harmless City, its elected officials,
appointed officers, special districts, agents, and employees from and against
any and all liability including but not limited to demands, claims, actions, fees,
costs and expenses, including reasonable attorney and expert witness fees,
arising from, or alleged to have arisen from, relating to, arising out of, or alleged
to have resulted from the acts, errors, mistakes, omissions, work or services of
Contractor, its agents, employees, or any tier of Contractor’s subcontractors in
the performance of this Agreement, but only to the extent caused by the
negligence, recklessness or intentional wrongful conduct of Contractor or its
subcontractors in the performance of the Work under this Agreement or any
subcontract. Contractor’s duty to defend, hold harmless and indemnify City, its
elected officials, appointed officers, special districts, agents, and employees
shall arise in connection with any claim, damage, loss or expense that is
attributable to bodily injury, sickness, disease, death, or injury to, impairment,
or destruction of property including loss of use resulting therefrom, caused by
an Contractor’s acts, errors, mistakes, omissions, work or services in the
performance of this Agreement including any employee of Contractor, any tier of
Contractor’s subcontractor or any other person for whose acts, errors,
mistakes, omissions, Work or services Contractor may be legally liable, but only
to the extent caused by the negligence, recklessness or intentional wrongful
conduct of Contractor or any tier of Contractor’s subcontractors or any other
person for whose acts, errors, mistakes, omissions, Work or services
Contractor may be legally liable in the performance of the Work under this
Agreement or any subcontract. The amount and type of insurance coverage
requirements set forth in this Agreement will in no way be construed as limiting
the scope of the indemnity in this Section 13. The rights and obligations under
this Section 13 shall survive the expiration or earlier termination of this
Agreement.

14. SUBCONTRACTORS: All subcontractors chosen by Contractor will
be subject to City’s approval. All subcontractors shall be identified by

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Contractor prior to award of contract. Contractor shall make no substitutions
for any subcontractor, person or entity previously selected without the approval
of City.

15. APPLICABLE LAW AND VENUE: The terms and conditions of this
Agreement shall be governed by and interpreted in accordance with the laws of
the State of Arizona. Any action at law or in equity brought by either Party for
the purpose of enforcing a right or rights provided for in this Agreement, shall
be tried in a court of competent jurisdiction in Pinal County, State of Arizona.
The Parties hereby waive all provisions of law providing for a change of venue in
such proceeding to any other county. In the event either Party shall bring suit to
enforce any term of this Agreement or to recover any damages for and on
account of the breach of any term or condition in this Agreement, it is mutually
agreed that the prevailing Party in such action shall recover all costs including:
all litigation and appeal expenses, collection expenses, reasonable attorney
fees, necessary witness fees and court costs to be determined by the court in
such action.

16. INSURANCE:

16.1. General Provisions. Contractor, at its own expense, shall purchase
and maintain during the Term the insurance required by this Agreement with
companies duly licensed, possessing a current A.M. Best, Inc. Rating of B++6, or
approved unlicensed in the State of Arizona with policies and forms satisfactory
to City.

All insurance required by this Agreement shall be maintained in full force and
effect until the Services are accepted by the City. Failure to do so may, at the
sole discretion of City, constitute a material breach of this Agreement.
Contractor’s insurance shall be primary insurance as respects the City, and any
insurance or self-insurance maintained by City shall not contribute to it.

Any failure to comply with the claim reporting provisions of the insurance
policies or any breach of an insurance policy warranty shall not affect coverage
afforded under the insurance policies to protect City.

The insurance policies, except Workers’ Compensation, shall contain a waiver
of transfer rights of recovery (subrogation) against City, its agents, officers,
officials and employees for any claims arising out of Contractor’s acts, errors,
mistakes, omissions, work or service.

The insurance policies may provide coverage which contains deductibles or
self-insured retentions. Such deductible and/or self-insured retentions shall not
be applicable with respect to the coverage provided to City under such policies.
Contractor shall be solely responsible for the deductible and/or self-retention
and City, at its option, may require Contractor to secure payment of such

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deductibles or self-insured retentions by a surety bond or an irrevocable and
unconditional letter of credit.

The insurance policies required by this Agreement, except Workers’
Compensation, shall name City, its elected officials, agents, officers, and
employees as Additional Insured Parties.

Contractor shall expressly bind any subcontractors, or any other lower tier
subcontractors, used in the performance of any aspect of the Services, to the
insurance requirements in this Agreement, making such obligations applicable
to the other subcontractor to the same extent as it is applicable to Contractor.
The purpose of this provision is to require any lower tier subcontractor,
regardless of level, to provide insurance and indemnity required by this
Agreement.

16.2 Commercial General Liability. Contractor shall maintain throughout
the Term Commercial General Liability insurance with a limit of not less than
$1,000,000 for each occurrence with a $2,000,000 Products/Completed
Operations Aggregate and a $2,000,000 General Aggregate limit. The policy
shall include coverage for bodily injury, broad form property damage, personal
injury, products and completed operations and blanket contractual coverage
including, but not limited to, the liability assumed under the indemnification
provisions of this Agreement, which coverage will be at least as broad as that on
Insurance Service Office, Inc. Policy Form No. CG 00011093, or the equivalent
thereof.

Such policies shall contain a severability of interest provision and shall not
contain a sunset provision or commutation clause, nor any provision which
would serve to limit third party action over claims.

The Commercial General Liability additional insured endorsement shall be at
least as broad as the Insurance Service Office, Inc.’s Additional Insured, Form
B, CG 20101185, or the equivalent thereof, and shall include coverage for
Contractor’s operations and products and completed operations.

If Contractor sublets any part of the Services, Contractor shall purchase and
maintain, at all times during prosecution of the Services an Owner and
Contractor’s Protective Liability insurance policy for bodily injury and property
damage, including death, which may arise in the prosecution of the Services.
Coverage shall be on an occurrence basis with a limit of not less than
$2,000,000 per occurrence, and the policy shall be issued by the same
insurance company that issues Contractor’s Commercial General Liability
insurance.

16.3 Automobile Liability. Contractor shall maintain
Commercial/Business Automobile Liability insurance with a combined single

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limit for bodily injury and property damage of not less than $1,000,000 each
occurrence with respect to Contractor’s owned, hired, and non-owned vehicles
assigned to or used in performance of the Services. Coverage will be at least as
broad as coverage code 1, “any auto”, (Insurance Service Office, Inc. Policy
Form CA 00011293, or the equivalent thereof). Such insurance shall include
coverage for loading and off-loading hazards. If hazardous substances,
materials or wastes are to be transported, federal mandatory motor carrier
safety (“MCS”) 90 endorsement shall be included and $5,000,000 per accident
limits for bodily injury and property damage shall apply.

16.4 Workers’ Compensation. Contractor shall carry Workers’
Compensation insurance to cover obligations imposed by federal and state
statutes having jurisdiction over Contractor’s employees engaged in the
performance of the Services; and Employer’s Liability insurance of not less than
$100,000 for each accident, $100,000 disease for each employee, and $500,000
disease policy limit.

By execution of this Agreement, Contractor certifies as follows:

“lam aware and understand the provisions of A.R.S. § 23-901 ef seg.
which requires every employer to be insured against liability for workers’
compensation or to undertake self-insurance in accordance with the
provisions of this chapter, and | will comply with such provisions before
commencing the performance of the Services of this Agreement.”

If Contractor has no employees for whom Workers’ Compensation insurance is
required by federal or state statutes, Contractor shall submit a declaration or
affidavit to City so stating and covenanting to obtain such insurance if and when
Contractor employs any employees subject to coverage.

16.5 Certificates of Insurance. Prior to commencing the Services,
Contractor shall furnish City with Certificates of Insurance, or formal
endorsements as required by the Agreement, issued by Contractor’s insurer(s),
as evidence that policies providing the required coverages, conditions and
limits required by this Agreement are in full force and effect. City shall not be
obligated, however, to review same or to advise Contractor of any deficiencies
in such policies and endorsements, and such receipt shall not relieve Contractor
from, or be deemed a waiver of, City’s right to insist on strict fulfillment of
Contractor’s obligations under this Agreement.

The form of the certificates of insurance and endorsements shall be subject to
the approval of the Apache Junction City Attorney’s Office, shall comply with the
terms of this Agreement. Policies or certificates and completed forms of City’s
Additional Insured Endorsement (or a substantially equivalent insurance
company form acceptable to the City Attorney) evidencing the coverage
required by this Agreement shall be delivered to City Attorney, City of Apache

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Junction, 300 East Superstition Boulevard, Apache Junction, AZ 85119. The
policy or policies shall be in the usual form of public liability insurance, but shall
also include the following provision:

“Solely as respects work done by or on behalf of the named insured for
the City of Apache Junction, it is agreed that the City of Apache Junction
and its elected officials, officers, agents and employees are added as
additional insured parties under this policy.”

In the event any insurance policies required by this Agreement are written on a
“claims made” basis, coverage shall extend for two (2) years past completion
and acceptance of Contractor’s work or services and as evidenced by annual
Certificates of Insurance.

Contractor shall require its insurers to provide City thirty (30) calendar days’
prior written notice of any nonrenewal, cancellation, or material change in the
coverage under such policy reducing coverage to below the amounts required
by this Agreement. If a policy does expire during the life of the Agreement, a
renewal certificate must be sent to City thirty (30) calendar days prior to the
expiration date.

17. CHANGE ORDERS: A change order is a written order from City to
Contractor issued after execution of the Contract authorizing a change in the
Work and setting forth the amount of the adjustment, if any, in the Contract Sum
and the extent of the change, if any, in the Progress Schedule. Change Orders
do not invalidate the Contract. Changes in the Work shall be performed under
the applicable provisions of the Contract Documents, and the Contractor shall
proceed promptly, unless otherwise provided in the Change Order. A Change
Order signed by the Contractor indicates the Contractor’s agreement therewith,
including the adjustment in the Contract Sum and Progress Schedule or the
method for determining them.

18. BINDING EFFECT, SUCCESSORS, ASSIGNMENT AND DELEGATION:
City and Contractor each bind themselves, their partners, successors, assigns
and legal representatives to the other Party and to the partners, successors,
assigns and legal representatives of such other Party in respect to all
covenants, agreements and obligations contained in the Contract. Neither Party
shall assign this Agreement or sublet it as a whole or delegate the duties under
the Agreement, without the written consent of the other Party, nor shall
Contractor assign any monies due or to become due to it without the previous
written consent of City.

19. WRITTEN NOTICE: Written notice shall be deemed to have been
duly served if delivered in person to the individual or member of the firm or
entity, or to an office of the corporation for whom it was intended or if delivered
at or sent registered or certified mail, return receipt requested, and first-class

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postage prepaid to the last business address known to them who gives the
notice.

20. DAMAGES: Contractor shall be responsible for and promptly
remedy any damage or loss of property caused in whole or in part by the
Contractor, a subcontractor, or anyone directly or indirectly employed by
Contractor, or by anyone for whose acts Contractor may be liable and for which
Contractor is responsible under the Contract, except where such damage or
loss is directly attributable to the negligent acts or omissions of City or by
anyone for whose acts City may be liable and not attributable to the fault or
negligence of the Contractor. City shall make claims regarding all damage or
loss to Contractor within a reasonable time after the first observance of such
injury or damages.

21. PAYMENT AND PERFORMANCE BONDS: City shall have the right to
require Contractor to furnish bonds covering the faithful performance of the
Contract and the payment of all obligations arising under the Contract.

22. SAFETY: Contractor shall take, and shall cause its employees,
agents, officers, directors, consultants and subcontractors to take all
reasonable precautions for the safety of and shall provide all reasonable
protection to all persons and property at the Project site and all persons and
property which may be affected by the performance of the Work.

23. RIGHTS AND REMEDIES: The duties and obligations and the rights
and remedies available under the Contract shall be in addition to and not a
limitation of any duties, obligations, rights and remedies otherwise imposed or
available by law. No action or failure to act by City or Contractor shall constitute
a waiver of any right or duty afforded to any of them under the Contract, nor
shall any action or failure to act constitute an approval of or an acquiescence to
any breaches under the Contract except as may be specifically agreed to by the
Parties in writing.

24. FORCE MAJEURE: Neither City nor Contractor, as the case may be,
shall be considered not to have performed its obligations under this Agreement
in the event of enforced delay (an “Enforced Delay”) due to causes beyond its
control and without its fault or negligence or failure to comply with applicable
laws, including, but not restricted to, acts of God, fires, floods, epidemics,
pandemics and related executive orders, quarantine, restrictions, embargoes,
labor disputes, and unusually severe weather or the delays of subcontractors or
materialmen due to such causes, acts of a public enemy, war, terrorism or act of
terror (including but not limited to bio-terrorism or eco-terrorism), nuclear
radiation, blockade, insurrection, riot, labor strike or interruption, extortion,
sabotage, or similar occurrence or any exercise of the power of eminent domain
of any governmental body on behalf of any public entity, or a declaration of
moratorium or similar hiatus (whether permanent or temporary) by any public

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entity directly affecting the obligations under this Agreement. In no event will
Enforced Delay include any delay resulting from unavailability for any reason of
labor shortages, or the unavailability for any reason of particular contractors,
consultants, subcontractors, vendors or investors desired by Contractor in
connection with the obligations under this Agreement. Contractor agrees that
Contractor alone will bear all risks of delay which are not Enforced Delay. In the
event of the occurrence of any such Enforced Delay, the time or times for
performance of the obligations of the Party claiming delay shall be extended for
a period of the Enforced Delay; provided, however, that the Party seeking the
benefit of the provisions of this Section 24 shall, within thirty (30) calendar days
after such Party knows or should know of any such Enforced Delay, first notify
the other Party of the specific delay in writing and claim the right to an extension
for the period of the Enforced Delay; and provided further that in no event shall a
period of Enforced Delay exceed ninety (90) calendar days.

25. TERMINATION:

25.1 TERMINATION BY CITY. City may terminate this Agreement in whole
or part if the city manager or his or her designee determines Contractor has
failed to fulfill its obligations under the Contract through no fault of City. Such
termination may be effected by City giving Contractor not less than ten (10)
calendar days written notice by certified mail, return receipt requested of City’s
intent to terminate. Contractor shall have ten (10) calendar days to cure the
failure to the satisfaction of City. City may terminate this Agreement or a portion
thereof if conditions encountered during the progress of the Work make it
impossible or impracticable to proceed with the Work. If City terminates this
Agreement for reasons of default by Contractor, the amount of compensation
provided for in this Agreement shall be reduced to reflect the percentage of
Work completed and the Contractor shall not be entitled to payment for
anticipated profits or unperformed services.

25.2 TERMINATION BY CONTRACTOR. Contractor may terminate this
Agreement if City fails to make payment as agreed upon in this Agreement. Any
other termination will be deemed a breach of contract by Contractor.
Contractor shall provide Notice of Termination to City by Certified U.S. Mail ten
(10) calendar days before such termination takes effect.

26. RECORDS: Records of Contractor’s labor, payroll and other costs
pertaining to the Contract shall be kept on a generally recognized accounting
basis and made available to City for inspection on request. Contractor shall
maintain records for a period of at least two (2) years after expiration of this
Agreement and shall make such records available during that retention period
for examination or audit by City personnel during regular business hours.

27. ENTIRE AGREEMENT: This Agreement and any attachments and the
Contract Documents represent the entire agreement between City and

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Contractor and supersede all prior negotiations, representations or
agreements, either express or implied, written or oral. It is mutually understood
and agreed that no alteration or variation of the terms and conditions of this
Agreement shall be valid unless made in writing and signed by the Parties.
Written and signed amendments shall automatically become part of the Contract
and shall supersede any inconsistent provision therein; provided, however, that
any apparent inconsistency shall be resolved, if possible, by construing the
provisions as mutually complementary and supplementary.

28. SEVERABILITY: City and Contractor each believe that the execution,
delivery and performance of this Agreement are in compliance with all
applicable laws. However, in the unlikely event that any provision of this
Agreement is declared void or unenforceable (or is construed as requiring City
to do any act in violation of any applicable laws, including any constitutional
provision, law, regulation, or city code), such provision shall be deemed severed
from this Agreement and this Agreement shall otherwise remain in full force and
effect; provided that this Agreement shall retroactively be deemed reformed to
the extent reasonably possible in such a manner so that the reformed agreement
(and any related agreements effective as of the same date) provide essentially
the same rights and benefits (economic and otherwise) to the Parties as if such
severance and reformation were not required. Unless prohibited by applicable
laws, the Parties further shall perform all acts and execute, acknowledge and/or
deliver all amendments, instruments and consents necessary to accomplish and
to give effect to the purposes of this Agreement, as reformed.

29. TIME IS OF THE ESSENCE: Time is of the essence with respect to
all provisions in this Agreement. Any delay in performance by either Party shall
constitute a material breach of this Agreement.

30. CONFLICT OF INTEREST: The Contract is subject to, and may be
terminated by City in accordance with, the provisions of A.R.S. § 38-511.

31. PROHIBITION TO CONTRACT WITH CONTRACTORS WHO
ENGAGE IN BOYCOTT OF THE STATE OF ISRAEL: The Parties acknowledge
A.R.S. §§ 35-393 through 35-393.03, as amended, which forbids public entities
from contracting with Contractors who engage in boycotts of the State of Israel.
Should Contractor engage in any such boycott against the State of Israel, this
Agreement shall be deemed automatically terminated by operation of law. Any
such boycott is a material breach of this Agreement.

32. PROHIBITED USE OF FORCED LABOR: In accordance with A.R.S.
§ 35-394, Contractor hereby certifies and agrees that Contractor does not
currently and shall not for the duration of this Agreement use: (1) the forced
labor of ethnic Uyghurs in the People’s Republic of China, (2) any services or
goods produced by the forced labor of ethnic Uyghurs in the People’s Republic
of China, and/or (3) any suppliers, contractors or subcontractors that use the

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forced labor or any services or goods produced by the forced labor of ethnic
Uyghurs in the People’s Republic of China. If Contractor becomes aware during
the Term that Contractor is not in compliance with this Section 32, then
Contractor shall notify the City within five (5) business days after becoming
aware of such noncompliance. if Contractor does not provide the City with
written certification that Contractor has remedied such noncompliance within
ninety (90) calendar days after notifying the City of such noncompliance, this
Agreement shall terminate, except that if the Agreement termination date
occurs before the end of such ninety (90) day remedy period, this Agreement
shall terminate automatically.

33. COMPLIANCE WITH FEDERAL AND STATE LAWS: Contractor
understands and acknowledges the applicability of the American with
Disabilities Act, the Immigration Reform and Control Act of 1986 and the Drug
Free Workplace Act of 1989 to the services performed under this Agreement.

As required by A.R.S. § 41-4401, Contractor hereby warrants its compliance
with all federal immigration laws and regulations that relate to its employees and
A.R.S. § 23-214(A). Contractor further warrants that after hiring an employee,
Contractor will verify the employment eligibility of the employee through the E-
Verify program. If Contractor uses any subcontractors in performance of
services, subcontractors shall warrant their compliance with all federal
immigration laws and regulations that relate to its employees and A.R.S. § 23-
214(A), and subcontractors shall further warrant that after hiring an employee,
such subcontractor verifies the employment eligibility of the employee through
the E-Verify program. A breach of this warranty shall be deemed a material
breach of the Agreement that is subject to penalties up to and including
termination of this Agreement. Contractor is subject to a penalty of $100 per
day for the first violation, $500 per day for the second violation, and $1,000 per
day for the third violation. City at its option may terminate this Agreement after
the third violation. Contractor shall not be deemed in material breach of this
Agreement if the Contractor and/or subcontractors establish compliance with
the employment verification provisions of Sections 274A and 274B of the federal
Immigration and Nationality Act and the E-Verify requirements contained in
A.R.S. § 23-214(A). City retains the legal right to inspect the papers of any
Contractor or subcontractor employee who works under this Agreement to
ensure that the Contractor or subcontractor is complying with the warranty.
Any inspection will be conducted after reasonable notice and at reasonable
times. If state law is amended, the Parties may modify this paragraph consistent
with state law without effectuating an official amendment to this Agreement.
Email notification of the modification would be sufficient notice.

34. ORDER OF PRECEDENCE: Should there be any discrepancy or
inconsistency between the terms and conditions of this Agreement and any
terms and conditions in any exhibit to this Agreement, the terms and conditions
of this Agreement shall control and prevail.

13

IN WITNESS WHEREOF, Contractor and City have executed this
Agreement as of the date first set forth above.

ATTEST:

Evie McKinney
City Clerk

APPROVED AS TO FORM:

Richard J. Stern
City Attorney

CONTRACTOR:

M.R. TANNER CONSTRUCTION, an Arizona

corporati pf

By: Chad Montoya
Vice President

CITY:

CITY OF APACHE JUNCTION, ARIZONA,
an Arizona municipal corporation

By: Walter “Chip” Wilson

Its: Mayor

14

STATE oF Arizona )
; ) ss.
COUNTY oF Maricopa __)

The foregoing was subscribed and sworn to before me this tvth

day of August , 2026, by Chad Montoya as
Vice President

of M.R. Tanner Construction, an Arizona

corporation.

Mechelle. Lille

Notary Public

My Commission Expire

Llaslao21

STATE OF ARIZONA
COUNTY OF PINAL

)
) ss.
)

The foregoing was subscribed and sworn to before me this
day of , 2026, by Walter “Chip” Wilson, as Mayor of the

City of Apache Junction, an Arizona municipal corporation.

Notary Public
My Commission Expires:

15

M

EXHIBIT A

TANNER

EER. . CONSTRUCTION
1327 W. SAN PEDRO STREET GILBERT, AZ 85233
To: APACHE JUNCTION, CITY OF Contact:
Address: 575 € BASELINE AVE Phone: 480 474-508?
APACHE JUNCTION, AZ 85119 Fax:
Project Mame: ‘Apache Juncbon. Ironwood Northbound Revised 7.13.2026 Gd Humber:
Project Location: Bid Date:
m # Item Description Estimated Quantity Unit Unit Price Total Price
MILL & OVERLAY
1 2.0" MILL AC 16,680.00 SY $3.75 $62,550.00
2 2.0" OVERLAY (1/2" PMTR) 16,680.00 SY $22.20 $370,296.00
3 PRELOWWER UTILITIES 1.00 EACH $575.00 $575.00
4 ADJUST WATER VALVE 1.00 EACH $670.00 $670.00
5 TRAFFIC CONTROL 1.00 is $43,000,00 $43,000.00
6 OFF DUTY OFFICERS 1.00 LS $28,400.00 $28,400.00
7 STRIPING- TEMP & 30 DAY THERMO 1.00 LS $20,800.00 $20,800.00
8 STRIPING- RUMBLE SYRIP REINSTALL 1.00 is $9,300.00 $9,300.00
9 SURVEY- STRIPING, RUMBLE STRIP, WATER VALVE AS- 1.00 iS $8,400.00 $8,400.00
BUILT & LAYOUT AFTER PAVING
Total Price for abova MILL & OVERLAY Items: $543,991.00
Bid Price Subtotal: a 543,991.00
Total Bid Price: $543,991.00

Notes:

+ PRICING AND CONTRACT CONDITIONS BASED ON CITY OF BUCKEVE JOC CONTRACT NO 2025081

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Ironwood Project Location and Limits

Guadalupe Ava.

Northbound #1
7 and #2 lanes

fSiart norihbound i
#1 lane only |