Webinar: Miller Act Payment Bond Claim Nuts & Bolts

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The purpose of the Miller Act Payment Bond is to ensure that those who furnish labor and materials for public construction projects will be paid. However, there are strict regulations and hoops to jump through to get those protections.

Watch this webinar to learn:
– The nuts & bolts of Miller Act Payment Bonds
– Key provisions and deadlines to pay attention to
– Actions to take to enforce payment rights

Our Experts for this session are:
David Adelstein – Attorney, Kirwin Norris, P.A
Alex Benarroche – Legal Associate, Levelset

Full Webinar Transcript

Alex Benarroche:
All right. We’re just going to go ahead and get started. My name is Alex Benarroche. I’m a legal associate over here at Level-Set. One of my main functions here is to answer questions on what we call The Expert Center. If you’re not familiar with what The Expert Center is, basically an online forum where people can come in, post any construction payment related issues, and they’re answered either internally by our legal team or we also have a growing community of outside experts from across the country, one of whom we have today. This is going to be David Adelstein. He’s a partner over a Kirwin Norris based down in Florida and today he’s going to be explaining a little bit of the ins and outs of how to make a payment bond claim under the federal Miller Act. So without further ado at David, why don’t you go ahead and take it away.

David Adelstein:
Thank you Alex and thank you Level-Set. As Alex mentioned, my name is David Adelstein. I’m a partner at a law firm named Kirwin Norris that’s based in Florida. Although our construction practice takes us outside of Florida in many instances. Today we’re going to talk about Miller Act payment bond claims and Miller Act being a federal statute governing federal construction projects. In light of us only having 25 or 30 minutes, we’ll kind of try to do this as efficiently as possible during the course of that presentation, if anyone has any questions, you can either ask them here and you can email me directly, call me directly or post it on the Expert Center at Level-Set.

David Adelstein:
This is what we’re going to try to go through today. The Miller Act. Basically we’re going to talk about the statutory language, since the Miller Act is a federal statute. I’m going to show you the statute and then quickly give you kind of the key points that that provision is discussing. We’re going to talk about claimants under the Miller Act, who is a proper claimant. Final furnishing as governed by the Miller Act. Subs in privity with the prime contractor. A claimant’s burden of proof to support a Miller Act payment bond claim. Sub-subs or supplier of those parties, not in privity with the prime contractor. The statute of limitations for a Miller Act payment bond claim along with the venue. With a forum to bring the Miller Act payment bond claim. So, this is a statute under 40 USC 3131. The Miller Act is confined in four different statutory provisions, 40 USC 3131 through 40 USC 3134.

David Adelstein:
The key points of this provision is a Miller Act payment bond, and really we’re going to focus on the payment bond portion in the Miller Act versus a performance bond portion. A Miller Act payment bond is required if a contract is more than a hundred thousand dollars. Many of your federal construction projects, they’re going to be more than a hundred thousand. A Miller Act payment bond will be in the amount of the prime contract while the contracting officer has certain authority to lower it. I’ve never seen that actually occur. And then a Miller Act payment bonds not be less than a performance bond. So, if your prime contract is 15 million, you’re going to have a payment bond of 15 million and a performance bond or 15 million.

David Adelstein:
Again, this is a statutory provision. Ultimately there are certain contracts that a payment bond and performance bond does not need to apply to. The first deals with certain military projects dealing with the Army, Navy, Air Force or Coast Guard. Dealing with dissembling vessels, aircraft or munitions. The second deals with the construction alteration or repair vessels for certain transportation projects.

David Adelstein:
The Miller Act is a remedial statute that liberally construed. The purpose is to ensure that those who furnish labor and materials for public construction projects will be paid. And because it’s a remedial statute it’s going to be liberally construed to effectuate the congressional intent to protect those whose labor and materials go into public projects. So, I didn’t mention this earlier. As it pertains to the Miller Act, I’ve represented subcontractors, sub-subcontractors in Miller Act and suppliers in Miller Act payment bond claims. And I’ve often represented the prime contractor and its surety in defending those claims.

David Adelstein:
To get a copy of the Miller Act payment bond I always suggest that parties that enter into federal contracts on the front end requests that from the prime contractor or during the course of the work. I have never had a prime contractor refuse to do so for the very reason that a party can just make that same request to the contracting officer and get a copy of that payment bond. But in the event that doesn’t work, there’s a mechanism where you can get a certified copy of the bond by filling out and executing an affidavit stating that you’re a subcontractor supplier on a particular project, sending that to the applicable department and then they’ll give you a certified copy of the bond.

David Adelstein:
If that’s the route you want you’re going to take. I suggest you do that sooner than later, I.E. before a dispute actually arises, but again, I’ve never had a prime contractor or even a contracting officer refused to send me a copy of the payment bond.

David Adelstein:
This is a chart to show you parties that will have a Miller Act payment bond claim. Your prime contractor or your general contractor is the one that’s going to actually furnish the bond. Then you’ve got your subcontractor and supplier, your first tier, they will have Miller Act payment bond claims. And then you’ve got your second tier, which are your subs and suppliers hired directly by your sub, will also have Miller Act payment bond claims. No one else will. So, third tier subs and suppliers have no rights under a Miller Act payment bond.

David Adelstein:
So, if you’re hired by a prime contractor, you’ve got Miller Act payment bond rights. You’re hired by a first tier sub, you’re a sub-sub or supplier, you will have Miller Act payment bond rights and you’ll need to preserve them. If you’re hired by second tier sub, you will not have any Miller Act payment bond rights. It’s important to know on the front end whether or not you have or do not have a potential claim against the Miller Act payment bond in the event you’re not paid.

David Adelstein:
So, as I mentioned, the third tier sub with no direct contractual relationship with a first tier sub, we’ll have no payment bond rights. In a case out of the Western district of Oklahoma, a second tier sub was simply part of a joint venture of the prime contractor. Excuse me, of the first tier sub. So, as a result, a sub-sub-sub-contractor that had no relationship with the first tier sub or the general contractor wanted to create the argument that it had Miller ACH payment bond rights by turning a second tier into the first tier sub based on the relationship between the prime contractor and the first tier sub and the sub and the court was having nothing of the sort and they said, “Look, if you’re a third tier entity, you’ve got no rights period. Regardless of the connection between the first tier and the prime contractor and then being part of the same joint venture.”

David Adelstein:
Final furnishing. This is your statute under 40 USC 3133. In a nutshell, what this says is a Miller Act payment bond lawsuit cannot be initiated until 90 days after a claimant’s final furnishing. So, if you’re owed money and you continue to work, you cannot see the bond until 90 days after your final furnishing on the project. And there’s some authority that if a claimant prematurely files a lawsuit, there’s an argument that the lawsuit should be dismissed because it’s prematurely filed, but there’s a better argument than if a claimaint prematurely files a lawsuit they can simply follow the supplemental pleading after 90 days from their final furnishing date to shore that issue versus having the lawsuit dismissed because it was prematurely filed within that 90 day period.

David Adelstein:
A final furnishing date, is going to exclude punch list, warranty or corrective work. So, a subcontractor that’s correcting their own work can’t use that as a basis to extend their requirements under the Miller Act. So, you always want to back up your final furnishing date with a daily report showing you are doing base contract work or approved change order work, certified payroll, which will be a requirement under any federal project or any other payroll type of records for that there was labor doing work on that particular day.

David Adelstein:
When it comes to suppliers, the actual delivery or incorporation of materials is not the driving issue. And the reason why I always bring that up is because that’s contrary to some state lien laws or bond requirements where the actual incorporation of the materials is a prerequisite to perfecting a liener bond claim. Under the Miller Act what’s important is the supplier’s good faith belief that their materials were intended for the specified work. So, for example, if you’re a supplier and you deliver materials to a subcontractor or a project and those materials get siphoned off to another job, I’ve had this occur, you would still have a Miller Act payment bond claim.

David Adelstein:
And for suppliers you always want to back things up with invoices and presumably delivery tickets with signed delivery tickets confirming the delivery. Many times when it comes to a supplier, they’ll furnish materials on an open account per credit application and even when suppliers are furnishing on open account, they often may have, if it’s rental equipment, separate rental agreements based on the type of rental equipment that’s actually being furnished, but everything will fall under the same governing credit application by the subcontractor or perhaps the prime contractor. The supplier’s final furnishing will be the last date materials or equipment or furnished to the project even if there are separate rental agreements. And there was a case where a rental equipment supplier furnishing on an open account did not serve separate notices of nonpayment, which I’ll discuss in a minute, for each piece of equipment that was furnished under a separate rental agreement and the court said, “Look, the supplier doesn’t have to serve 10 different notices of nonpayment based on 10 different rental agreements for rental equipment under the same open account.

David Adelstein:
Subs and suppliers in privity with a prime contract, as I mentioned, have Miller Act payment bond rights. However, unlike a second tier sub they do not have to serve a notice of nonpayment. I repeat. If you’re in privy of contract with the prime contractor, you do not have to serve a notice of nonpayment as a prime contractor already knows of your existence. But you still must bring an action after 90 days from your final furnishing day and as I’ll get to in a little bit within one year from your final furnishing.

David Adelstein:
The burden of proof for a Miller Act came in bond claim regardless of whether you’re a first tier sub or your second tier supplier is going to be the same. You supplied materials or labor in prosecution of work provided for purposes of the prime contract. You have not been paid. You have a good faith belief that the materials or labor were intended for the specified work under the prime contract. And then the last requirement is you meet the jurisdictional requisites of timely notice, I. E. you timely served your notice of nonpayment if you are required to do so and filing. You timely filed the lawsuit within the statute of limitations and you served it and you follow the lawsuit within the appropriate forum.

David Adelstein:
As I mentioned, as supplier, you don’t have to prove materials were incorporated into the job or even delivered to the job. You’ve just got to establish that you had a good faith belief you furnished materials that were intended for a specified job pursuant to the governing prime contract. I always like to cite this case out of the Eastern district of Michigan where the suppliers claim included material supplied after the job was certified as complete by the government and the court said, “Given that contract work was certified as complete prior to any delivery materials by the supplier, it’s impossible for any of the materials to have been provided in prosecution of the prime contractual work. Good faith delivery is not a substitute for supplying materials in prosecution of work provided for in the contract.” In other words, the materials still have to be provided in furtherance of the requirements of the prime contract.

David Adelstein:
Here’s a statute governing the notice of nonpayment and instead of reading it, what this statute says is if you’re not in privity with the prime contractor, you’re a second tier sub, you must serve a notice of nonpayment with within 90 days of final furnishing. It should be served on the prime contractor and the surety if possible. Remember a notice of nonpayment, not a requirement of first tier sub suppliers hired directly by the prime. A notice of nonpayment needs to state with substantial accuracy the amount of the claim. Failure to do so can be fatal. I repeat. The notice of nonpayment needs to identify with substantial accuracy what you’re actually claiming. In a case out of the middle district of Louisiana, a sub-sub, second tier sub argued that they’re letter to a prime served as a notice of non-payment. However, the letter never actually mentioned the sub-sub or the specific amount that was owed. And the court held that they do not have any Miller Act payment bond rights because the notice of nonpayment was not properly served and it’s specifically did not identify with any substantial accuracy what the amount of the claim was.

David Adelstein:
But here’s another case out of the middle district of Georgia where a supplier notified the prime contractor and surety of the nonpayment, but it only sent the notice of nonpayment to the surety, not the prime contractor. The issue is whether the supplier properly served the notice of nonpayment because a prime contractor did not receive it and the court took a little more of a liberal spin. The purpose of the notice of requirement of the Miller Act is to alert a general contractor that payment will be expected directly from him rather than from the subcontractor with whom the supplier dealt directly. The notice does not, however, have to be entirely in one writing for it to comply with the Miller Act. Written notice may be considered in conjunction with other writings or even oral statements to determine whether the general contract with adequately informed expressly or impliedly that the supplier is looking to the general contractor for payment so that it plainly appears that the nature and the state of the indebtedness was brought home to the general contractor.

David Adelstein:
Ultimately, a party can rely on this and cobble together a bunch of documents including one that identifies the amount of the claim to make it a question of fact as to whether a notice of nonpayment was properly served under the Miller Act because it doesn’t have to be in one particular writing. An advantageous case for a second tier sub or supplier.

David Adelstein:
A sub’s bankruptcy won’t pro necessarily recruiting Miller Act payment bond claim by a second tier sub. In other words, just because it’s sub filed for bankruptcy does not mean you don’t have to properly preserve and pursue a Miller Act payment bond claim. In this case, the sub entered into an oral contract with the supplier. The supplier sued the sub for breach of contract and also sued the Miller Act payment bond claim. There was an evidentiary hearing in bankruptcy court to determine whether or not there was even a contract between the sub and this supplier and if so with the amount of that contract was. Bankruptcy court determined it and some amount was paid from the sub’s bankruptcy estate. The trial court outside of the bankruptcy court held that what a sub recovered in a bankruptcy proceeding will have no bearing on the merit or the legitimacy of the Miller Act payment bond lawsuit other than perhaps serving as some contractual set off based on the amount that the supplier recovered.

David Adelstein:
Statute of limitations is one year from your final furnishing date. I apologize about that. The phone. Do whatever you do, do not neglect to timely file a Miller Act payment bond lawsuit within one year from your final furnishing date. Doing so will be an absolute killer as I’ll discuss in a second. In this case from the 11th circuit, a sub sued a prime and recovered a judgment but could not collect on the judgment. The sub then had the idea to sue the surety to collect on the judgment, but the statute of limitations had long expired. And the 11th circuit confirmed, if you don’t timely file your Miller Acting upon law seat, you’re dead in the water. There is a doctrine that paries sometimes tried to use known as equitable tolling when they filed a lawsuit against a Miller Act payment bond after the statute of limitations expired, I. E. after one year from their final furnishing date.

David Adelstein:
This is an extremely challenging argument to actually support the marriage of an equitable tolling claim and I mean extremely challenging. And equitable tolling allows a federal court to tole a statute of limitations when a litigant’s failure to meet a legally mandated deadline unavoidably arose from circumstances beyond a litigant’s control. To determine whether equitable tolling applies, there are five factors that need to be established. The plaintiff’s lack of notice of the filing requirement, the plaintiff’s lack of constructive knowledge of the filing requirement, the plaintiff diligence in pursuing her rights and absence of prejudice to the defendant and the plaintiff’s reasonableness in remaining ignorant of the particular legal requirement. Here’s the problem with an equitable tolling argument, parties that typically are doing work on federal projects are considered sophisticated or more sophisticated, right? I mean they’ve got to submit certified payroll in numerous instances. They’re generally doing work of a substantial dollar amount. As a result is generally no excuse for you not to know what your rights are under the Miller Act and that will be held against a party when they tried to argue equitable tolling should apply for whatever fact they’re relying on to do establish their argument as to why they couldn’t timely file a lawsuit.

Alex Benarroche:
[crosstalk 00:21:22] a second, David, we’ve got a question coming in here.

David Adelstein:
Sure.

Alex Benarroche:
Les is asking if a contractor says they’re a GC but they find out a different GC is the one bonded on the job? Can the letters be altered for the second round and notify the real GC or is the initial letter null at this point due to the wrong information on the first round?

David Adelstein:
I’m not sure I completely understand that question. So, if a party is notified the wrong GC is serving as the prime contractor, I think we’d have to establish how that party was notified. So, first tier sub is going to be in contractual privity was the actual prime contract. So, we’re really talking about a second tier party. And I think we’d have to understand exactly how that second tier does not know who the right prime contractor is. But in the event that … Because when it will matter the most is when they need to serve their notice of nonpayment within 90 days from their final furnishing date. And at that point in time, presumably that party will have already requested a copy of the actual Miller Act payment bond or should have a copy of that Miller Act payment bond that identifies the surety and the actual prime contractor.

David Adelstein:
So, more facts would have to be established to determine whether or not there was a basis to serve a late notice of nonpayment, which I presume this is what this is referring to.

Alex Benarroche:
Yeah. So, presumably you have the duty to figure it out and get your own copy of the bond claim to make sure that you get that to the right person.

David Adelstein:
Copy of the bond claim. It has to establish why you serve the notice of nonpayment on the wrong general contractor. Because when you’re serving the notice of nonpayment, you’re already done with your work, right? So, you’ve already done your work or supplied your materials over the course of the project and now you’re serving a notice of nonpayment within 90 days of final furnishing because you haven’t been paid.

Alex Benarroche:
Okay. She’s actually got a follow up question here. She goes, “As a supplier, if our customer is the one who’s ordering the materials on the job and the material is delivered and the customer doesn’t tell us of a different GC, we did not find out until after the letter had gone out, maybe it helps to know that we are the supplier.” I think this is kind of reiterating the fact that preliminary notices are always a good thing no matter what job you’re on so you can get informed as to who exactly the bonded GC is.

David Adelstein:
Yeah, so in that circumstance, I would absolutely at least preserve the argument by serving a proper notice of nonpayment, but this goes to reinforce the point, perhaps I didn’t make it as well as I should have early on, which is before you even get into a dispute on a federal project, you always want to get a copy of the Miller Act payment bond. You can request it from the prime contractor. You can request it from the government, from the contracting officer so that you know exactly what your rights are and what you need to do and who you need to serve notice on before you’re put in a situation where, “Oh my God, I’m coming upon the 90 day deadline. I’m required to serve a notice of non-payment. Who do I serve it on in?

David Adelstein:
In the situation that we just … the scenario that was just referenced, if you do serve it on the wrong GC, I would absolutely correct it and serve it on the correct prime contractor and their surety if I know who the surety is to at least create the argument that we served the notice of nonpayment. If it was served on the wrong GC but the right surety and there’s an argument that the GC still had notice of the claim with substantial accuracy.

Alex Benarroche:
Excellent.

David Adelstein:
I know we’re coming upon time. These two cases really just are cases where a party tried to argue equitable tolling when they untimely filed the lawsuit and courts were not buying the argument because again, when you’re doing federal work, you’re presumed to be a little more sophisticated than perhaps other parties. So, there’s really no excuse not to know what your rights are and frankly not to timely preserve your rights.

Alex Benarroche:
We do have another question coming in. I believe it’s somewhere along the lines of unapproved change orders. They’re asking how does the Miller Act apply to direction from the GC to proceed with furnishing additional materials relating to changes where no official changes were actually issued.

David Adelstein:
Okay, so if you’re a subcontractor by way of example and you have a change order argument I would always … As a first tier sub, you don’t have to serve a notice of nonpayment, but I would always pursue a Miller Act payment bond claim for those amounts. There’s no reason not to. There’s even authority in certain jurisdictions where if you’re remaining idle or we’ll call them certain delay type damages can be recovered against the Miller Act payment bond surety. That that may not be universally applied in all jurisdictions or all judicial circuits, I should say, federal circuits, but it is in some.

Alex Benarroche:
In your experience have you had trouble trying to prove unapproved change orders?

David Adelstein:
No. I’ve represented a number of subcontractors, including one right now dealing in a Miller ACH payment bond claim where we have a certain dollar amount for changes that are in dispute. And I won’t have an issue establishing entitlement under the bond, but there could be an underlying contractual issue as it relates to the subcontract, which will still govern the entitlement to whether or not we’d be entitled to those amounts. So, if the change order procedure or the requirement in the subcontract is not complied with the surety and the prime contract are going to be able to have that argument. They don’t lose that argument simply because you’re suing the surety. Does that make sense?

Alex Benarroche:
It does. Absolutely. And we’ve got another question here. Id the party is providing rental equipment as well as materials that they’ve been delivered, do they need to do two separate notices or can they combine that into one notice of nonpayment?

David Adelstein:
If it’s all under the same contract then one. But if it’s two separate contracts, I would certainly do two notices of nonpayment cause you’re doing two notices of nonpayment under two separate agreements. So, if you have one agreement where you know where you’re only furnishing rental equipment whether it be under an open account or some type of rental agreement and you have another agreement where you’re also furnishing materials, then you’re probably looking at two separate notices of nonpayment. If it’s all done under the same contract, then one notice of nonpayment. You’d have to see how that agreement is structured with the subcontractor or supplier.

Alex Benarroche:
Perfect.

David Adelstein:
Venue. Excuse me. When you should follow a lawsuit against a Miller Act payment bond, you follow the lawsuit as the United States for the use and benefit of the claimant against the surety and perhaps the prime contractor is since it will be a principle of the bond. But it’s always United States for the use and benefit of X, X being the claimant. And you file it in the district in which the contract was to be performed and executed, which you can equate to where the project generally is located. So, if you have a project in Maryland that’s going to be where the contract was to be performed and executed and that’s where you would file your lawsuit. But keep in mind that many contracts have what’s called a forum selection or a venue provision that says any and all lawsuits arising out of or relating to this contract shall be exclusively brought in the jurisdiction of … I don’t know, the Northern district of Alabama by way of example. A prime contractor and surety will have an argument to transfer venue based on the underlying forum selection provision in your contract.

David Adelstein:
And here are a couple of cases where a sub sued and Miller Act payment bond surety and the prime where the project was located, which is really what you should do because you’re not falling a lawsuit in the wrong forum. And the surety and the prime contract move to transfer venue because there was a forum selection provision in the subcontract. And federal courts will treat forum selection provisions very seriously simply because it’s a negotiated provision that parties have agreed to on the front end. And although federal courts apply a different standard than most state courts do, the fact that parties negotiated a forum selection provision is treated seriously. And in many instances a court will transfer venue based on that forum selection provision. Doesn’t happen all the time, but it certainly happens. And then, and they’ll all cite to this Supreme Court case at 2013 which where the court said a district court should ordinarily transfer a case when parties have agreed to a forum selection clause.

David Adelstein:
There was a case that came out … I don’t know, two weeks ago, maybe even less in where a project was located in Maryland and a subcontractor filed suit against the surety and the prime contractor in Maryland. Which is what push was a proper district court under the federal Miller Act. However, that same subcontractor agreed to a forum selection provision in a district in Alabama and as a result of the forum selection provision being an negotiated clause, the court transferred it from the district court of Maryland, it’s also where the sub was located, all the way to Alabama, which was certainly not a convenient forum for the sub, but the sub agreed to that on the front end. Sometimes if I’m dealing with that issue or I think that that issue could arise based on a bad forum selection provision, I may try to water down the argument that I know will be forthcoming by not suing the prime contractor at all and only making a claim against the Miller Act payment bond surety.

David Adelstein:
It doesn’t mean that there won’t be an argument to transfer venue, but because I’m suing any breach of contract or bringing in the actual prime contract, it could help to diminish that argument. The last thing which is not a part of the presentation but I want to discuss is under many state lien and bond law statutes, attorney fees is simply mechanism of the statute so that you can recover your attorney fees in a lien foreclosure lawsuit or a payment bond lawsuit. The Miller Act, there is no statutory basis to recover your fees, so just because you prevail on a Miller Act payment bond claim does not mean you get your fees. In order to get your fees, it’s going to vary based on the circuit you’re in. For example, within the 11th Circuit, in order to recover your fees under the Miller Act payment bond, you have to have an underlying statutory base, a contractual basis, so if there’s a basis in your contract to recover attorney fees, then there’s a strong argument you’ll be able to recover your attorney’s fees against the bond.

David Adelstein:
If there is no contractual basis, you will not get your fees absent you having another, perhaps a statutory argument to recover your fees. That’s within the 11th Circuit. Other circuits treat attorney’s fees differently.

David Adelstein:
That’s really the nuts and bolts of a Miller Act payment bond claim. If I can give a few takeaways to sum up kind of the presentation would be number one, if you’re doing federal work, you want to know on the front end whether you have Miller Act payment bond rights. So, if your third tier, you know you’re not going to have Miller ACH payment bond rights. If you’re a second tier, you know you will. Second, you want to know whether or not you will need to serve a notice of nonpayment if you are not paid to maximize your recovery against the bond. Remember if your first tier you don’t have to serve a notice of nonpayment. If you’re second tier, you absolutely do need to serve a notice of nonpayment. Third, if you’re required to serve a notice of non-payment, you want to make sure you’re serving it on the prime contractor and if you can the surety as well, and you want to identify your claim amount with substantial accuracy. So, don’t just say you’re owed money say I’m owed 150 grand under this contract. Substantial accuracy means exactly what it says in the Miller Act.

David Adelstein:
And the last takeaway probably should have been the first takeaway is if you’re doing work on a federal project, there’s nothing that should preclude you from requesting a copy of the Miller Act payment bond on the front end. In representing prime contractors that do federal work, I’ve never had a prime contractor client refuse to provide the Miller Act payment bond because the prime contractor knows that that entity can simply go to at some point the government and request it directly and they’d rather, in my experience, they’d rather control that process. But if you don’t get it from the prime, you can always get it from the contracting officer, you can ask. Or if you know you have trouble locating the contracting officer, you can always fill out an affidavit and send it to the department, the head of the department, and you’ll get it there.

Alex Benarroche:
All right, I think we’re just about at a time. David, I want to thank you for taking your time out today to come help us. I hope everyone thought this was informative as I did. If you guys have any further questions, feel free to hop on the Expert Center. We got to link in it down in the description below, or you can reach out to David personally. We have all this contact information on his expert center profile. So, thanks again y’all and you guys have a good day.

David Adelstein:
Thanks, Alex.