CM-2019-0192 - 6/28/2019CITY OF ROUND ROCK AGREEMENT FOR
CLEAN FILL SERVICES WITH
AUSTIN WHITE LIME
THE STATE OF TEXAS §
CITY OF ROUND ROCK §
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
KNOW ALL BY THESE PRESENTS:
THAT THIS AGREEMENT for waste disposal services, and for related goo and
services, (referred to1. rein as the "Agreement"), is made and entered into on this theay
of the month of X-lr"(— , 2019 by and between the CITY OF ROUND ROCK, a
Texas home -rule muni ality, whose offices are located at 221 East Main Street, Round Rock,
Texas 78664-5299 (referred to herein as the "City"), and AUSTIN WHITE LIME, whose offices
are located at 14001 McNeil Round Rock Road, Austin, Texas 78729 (referred to herein as the
"Services Provider").
RECITALS:
WHEREAS, City desires to enter into an Agreement for the disposal of rock and
uncontaminated dirt; and
WHEREAS, City desires to procure such clean fill services from Service Provider,
and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties, and obligations;
NOW, THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the sufficiency and receipt of which are hereby acknowledged, it is
mutually agreed between the parties as follows:
1.01 DEFINITIONS
A. Agreement means the binding legal contract between City and Services Provider
whereby City is obligated to buy specified services and Services Provider is obligated to sell
same.
B. City means the City of Round Rock, Williamson and Travis Counties, Texas.
004233321ss2
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C. Effective Date means the date upon which the binding signatures of both parties
to this Agreement are affixed.
D. Force Majeure means acts of God, strikes, Iockouts, or other industrial
disturbances, acts of the public enemy, orders of any kind from the government of the United
States or the State of Texas or any civil or military authority, insurrections, riots, epidemics,
landslides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government
and the people, civil disturbances, explosions, or other causes not reasonably within the control
of the party claiming such inability.
E. Goods and services mean the specified services, supplies, materials,
commodities, or equipment.
2.01 EFFECTIVE DATE, TERM, PRICES FIRM
A. This Agreement shall be effective on the date this Agreement has been signed by
each party hereto, and shall remain in full force and effect unless and until it expires by operation
of the term indicated herein, or is terminated as provided %herein.
B. The term of this Agreement shall be for thirty-six (36) months from the effective
date hereof.
C. Prices shall be firm for the duration of this Agreement and for any renewal
periods. No separate line item charges shall be permitted for invoicing purposes, including but
not limited to equipment rental, demurrage, costs associated with obtaining permits, or any other
extraneous charges.
D. City reserves the right to review the relationship at any time, and may elect to
terminate this Agreement with or without cause or may elect to continue.
3.01 SCOPE OF WORK; CONTRACT DOCUMENTS AND EXHIBITS
City selected Services Provider to supply clean fill disposal services, specifically
providing a fill area for City to unload rock and uncontaminated dirt. Exhibit "A" (Fill Area
Guidelines and Rules) and Exhibit "B" (Indemnity Agreement), together with this Agreement,
comprise the total Agreement and they are fully a part of this Agreement as if repeated herein in
full.
Services Provider shall satisfactorily provide all services described herein and in the
attached Exhibit "A." Services Provider's undertakings shall be limited to performing services
for City and/or advising City concerning those matters on which Services Provider has been
specifically engaged. Services Provider shall perform its services in accordance with this
Agreement, in accordance with the appended exhibits, in accordance with due care, and in
accordance with prevailing industry standards for comparable services.
City shall comply with all "Fill Area Guidelines and Rules" set forth in the attached
Exhibit "A."
4.01 COSTS
A. The costs for services provided by Services Provider shall be as follows:
(1) Bobtail Loads: Twenty Dollars ($25.00) per load; and
(2) End Dump Trailer Loads: Twenty -Five Dollars ($30.00) per load.
B. City's total payments to Services Provider may not exceed Twenty -Seven
Thousand and No/100 Dollars ($27,000.00) for the term of this Agreement.
5.01 INVOICES
All invoices shall include, at a minimum, the following information:
A. Name and address of Services Provider;
B. Purchase Order Number;
C. Description and quantity of items received or services provided; and
D. Delivery or performance dates.
6.01 NON -APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of City's current revenues only. It is understood and
agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year
if the governing body of City does not appropriate funds sufficient to purchase the services as
determined by City's budget for the fiscal year in question. City may effect such termination by
giving Services Provider a written notice of termination at the end of its then current fiscal year.
7.01 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to
Services Provider will be made within thirty (30) days of the day on which City receives the
performance, supplies, materials, equipment, and/or deliverables, or within thirty (30) days of the
day on which the performance of services was complete, or within thirty (30) days of the day on
which City receives a correct invoice for the performance and/or deliverables or services,
whichever is later. Services Provider may charge interest on an overdue payment at the "rate in
effect" on September l of the fiscal year in which the payment becomes overdue, in accordance
with V.T.C.A., Texas Government Code, Section 2251.025(b); however, this Policy does not
apply to payments made by City in the event:
A. There is a bona fide dispute between City and Services Provider, a contractor,
subcontractor or supplier about the goods delivered or the service performed that
cause the payment to be late; or
B. The terms of a federal contract, grant, regulation, or statute prevent City from
making a timely payment with federal funds; or
C. There is a bona fide dispute between Services Provider and a subcontractor or
between a subcontractor and its supplier about the goods delivered or the service
performed that causes the payment to be late; or
D. Invoices are not mailed to City in strict accordance with instructions, if any, on the
purchase order or the Agreement or other such contractual agreement.
8.01 GRATUITIES AND BRIBES
City may, by written notice to Services Provider, cancel this Agreement without liability
to Services Provider if it is determined by City that gratuities or bribes in the form of
entertainment, gifts, or otherwise were offered or given by Services Provider or its agents or
representatives to any City officer, employee or elected representative with respect to the
performance of this Agreement. In addition, Services Provider may be subject to penalties stated
in Title 8 of the Texas Penal Code.
9.01 TAXES
City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be
included in Services Provider's charges.
10.01 ORDERS PLACED WITH ALTERNATE SERVICES PROVIDERS
If Services Provider cannot provide the goods as specified, City reserves the right and
option to obtain the products from another supplier or suppliers.
11.01 INSURANCE
Services Provider shall meet all insurance requirements required by City. City shall meet
all insurance requirements set out in the attached "Fill Area Guidelines and Rules" (Exhibit "A").
12.01 CITY'S REPRESENTATIVE
City hereby designates the following representative authorized to act in its behalf with
regard to this Agreement:
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Brandon Rainer
Logistics Officer
Utilities and Environmental Services
2008 Enterprise Drive
Round Rock, Texas 78664
512-218-5570
brainer(a)roundrocktexas.p,ov
13.01 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made, then and in that event the demanding party may
treat such failure as an anticipatory repudiation of this Agreement.
14.01 DEFAULT
If Services Provider abandons or defaults under this Agreement and is a cause of City
purchasing the specified goods elsewhere, Services Provider agrees that it will not be considered
in the re -advertisement of the service and that it may not be considered in future bids for the
same type of work unless the scope of work is significantly changed.
Services Provider shall be declared in default of this Agreement if it does any of the
following:
A. Fails to make any payment in full when due;
B. Fails to fully, timely and faithfully perform any of its material obligations under
this Agreement;
C. Fails to provide adequate assurance of performance under the "Right to
Assurance" section herein; or
D. Becomes insolvent or seeks relief under the bankruptcy laws of the United States.
15.01 TERMINATION AND SUSPENSION
A. City has the right to terminate this Agreement, in whole or in pari, for
convenience and without cause, at any time upon thirty (30) days' written notice to Services
Provider.
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B. In the event of any default by Services Provider, City has the right to terminate
this Agreement for cause, upon ten (10) days' written notice to Services Provider.
C. Services Provider has the right to terminate this Agreement for cause or
convenience, at any time upon thirty (30) days' notice to City, or by mutual agreement to
terminate evidenced in writing by and between the parties.
D. In the event City terminates under subsections (A) or (B) of this section, the
following shall apply: Upon City's delivery of the referenced notice to Services Provider,
Services Provider shall discontinue all services in connection with the performance of this
Agreement and shall proceed to cancel promptly all existing orders and contracts insofar as such
orders and contracts are chargeable to this Agreement. Within thirty (30) days after such notice
of termination, Services Provider shall submit a statement showing in detail the goods and/or
services satisfactorily performed under this Agreement to the date of termination. City shall then
pay Services Provider that portion of the charges, if undisputed. The parties agree that Services
Provider is not entitled to compensation for services it would have performed under the
remaining term of the Agreement except as provided herein.
16.01 INDEMNIFICATION
City shall indemnify Services Provider to the fullest extent permitted by law and as set
forth in the "Indemnity Agreement," attached as Exhibit "B," and incorporated herein.
17.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES
A. Services Provider, its agents, employees and subcontractors shall use best efforts
to comply with all applicable federal and state laws, the Charter and Ordinances of the City of
Round Rock, as amended, and with all applicable rules and regulations promulgated by local,
state and national boards, bureaus and agencies.
B. In accordance with Chapter 2270, Texas Government Code, a governmental entity
may not enter into a contract with a company for goods and/or services unless the contract
contains written verification from the company that it: (1) does not boycott Israel; and (2) will
not boycott Israel during the term of this contract. The signatory executing this Agreement on
behalf of Services Provider verifies Services Provider does not boycott Israel and will not boycott
Israel at any term of this Agreement.
1.8.01 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Agreement. Neither party shall
assign, sublet or transfer any interest in this Agreement without prior written authorization of the
other party.
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19.01 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and shall be considered given as follows:
When delivered personally to the recipient's address as stated in this Agreement;
or
2. Three (3) days after being deposited in the United States mail, with postage
prepaid to the recipient's address as stated in this Agreement.
Notice to Services Provider:
Austin White Lime
P.O. Box 9556
Austin, Texas 78766
Notice to City:
City Manager Stephan L. Sheets, City Attorney
221 East Main Street AND TO: 309 East Main Street
Round Rock, TX 78664 Round Rock, TX 78664
Nothing contained herein shall be construed to restrict the transmission of routine
communications between representatives of City and Services Provider.
20.01 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all of the terms or conditions
herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be
governed by and construed in accordance with the laws and court decisions of the State of Texas.
21.01 EXCLUSIVE AGREEMENT
This document, and all appended documents, constitutes the entire Agreement between
Services Provider and City. This Agreement may only be amended or supplemented by mutual
agreement of the parties hereto in writing, duly authorized by action of the City Manager or City
Council.
22.01 DISPUTE RESOLUTION
City and Services Provider hereby expressly agree that no claims or disputes between the
parties arising out of or relating to this Agreement or a breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal
Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute.
23.01 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion or provision of this Agreement void shall in no
way affect the validity or enforceability of any other portion or provision of this Agreement. Any
void provision shall be deemed severed from this Agreement, and the balance of this Agreement
shall be construed and enforced as if this Agreement did not contain the particular portion or
provision held to be void. The parties further agree to amend this Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision. The provisions of this section shall not prevent this entire Agreement from
being void should a provision which is of the essence of this Agreement be determined void.
24.01 MISCELLANEOUS PROVISIONS
Standard of Care. Services Provider represents that it employs trained, experienced and
competent persons to perform all of the services, responsibilities and duties specified herein and
that such services, responsibilities and duties shall be performed in a manner according to
generally accepted industry practices.
Time is of the Essence. Services Provider understands and agrees that time is of the
essence and that any failure of Services Provider to fulfill obligations for each portion of this
Agreement within the agreed timeframes will constitute a material breach of this Agreement.
Services Provider shall be fully responsible for its delays or for failures to use best efforts in
accordance with the terms of this Agreement.
Force Majeure. Neither City nor Services Provider shall be deemed in violation of this
Agreement if it is prevented from performing any of its obligations hereunder by reasons for
which it is not responsible as defined herein. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
Multiple Counterparts. This Agreement may be executed in multiple counterparts, any
one of which shall be considered an original of this document; and all of which, when taken
together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, City and Services Provider have executed this Agreement on
the dates indicated.
City of Round Rock, Texas
By: _
Printed N e•
Title:
Date Signed: ? —
Attest:
By: Skit4t
L
Sara L. White, City Clerk f.E
For City, Ap ro ed as to4For
By:
Stephan Sheets, City Attorney
Austin White Lime
By. �fk_
Print d Name: Lila R. Weirich
Title: Sales Dore=
Date Signed: June 3, 2019
Exhibit "A"
AWL FILL AREA GUIDELINES
Revised September 2016
COMPANY NAME CONTACT PERSON
FAX NUMBER
Contact Scott Prinz either by calling or texting 5I2.468-9286 for permission to unload and to establish site location, cost and
payment procedures. Payment Is due within 30 days from the date of the invoice and Is established at the following rales:
S25,00 for bobtails and $30.00 for trailers. Above rates are subject to change.
To ensure future unloading privileges, every company is required to observe the following rules:
1. An authorized signature on this form is required by all land users and gate guards.
2. Only rock and uncontaminated dirt will be accepted, subject to approval. No brush, aspbalt, concrete, concrete with rebar,
trash, lumber, or paper is allowed. No exceptions.
3. Each company MUST furnish a gate guard over 18 years old that speaks English. The gate guard should have a list of all trucks
hauling for their company that has been approved to haul in and call in the total load count at the end of each day. The gate guard
should deny entrance to anyone that does not have permission to be there. Anyone authorized to enter will have a gate guard present.
The gate guard is also responsible for keeping livestock inside the gate if necessary. Companies may share a gate guard if these
stipulations are met by each company and the Quarry Office is informed. You may utilize one of your employees at the gate if you
prefer.
4. Firearms will not be allowed on company property at any time. Austin White Lime reserves the right to search any vehicle on
Austin White Lime property for firearms. All gate guards are re aired to sign a cony or these guidelines indicating their
vermission for Austin White Lime personnel to search their vehicle
S. Locks are opened by Austin White Lime (AWL) employees daily around 7:15 I.M. The City of Round Rock will only utilize the
property from 8 a.m. to 5 p.m. Monday through Thursday and 8 a.m. to 3 p.m. on Fridays.
6. Call for permission before you start hauling and also when you finish. You are responsible for any material left in your space until
you have informed Quarry Office personnel that you are finished and pushed.
7. Unload only in your assigned unloading area. ABSOLUTELY NO UNLOADING IN RAINY WEATHER OR WHEN
MUDDY. Call to verify whether the fill area is open or closed due to wet weather and/or muddy conditions. NO WEEKEND
HAULING without prior permission. Violators may be prosecuted.
8. Push your material periodically. Do not let it build up for long periods of time. Jobs using several trucks may be required to
have pushing equipment on-site to push as the material is delivered. Any company that does not push their material and follow the
natural topography line will not be allowed back.
8. Anyone hauling must sign on lodemaity agreement and carry automobile insurance and anyone bringing mobile equipment an the
property must have general liability insurance and workers compensation Insurance. You must Turn ish us a certlllcste(s) on your
own equipment and any company working far you. Austin White Lime Company, Robinson stanch, and Robinson Limited
Partnership must be listed as the certificate holders and as additional insured with Worker's Comp and a waiverofsubrogation. No
leased vehicks/equipment are allowed without prior permission. Owners of leased vel icles/equipment must submit iesua.ue certificates and
signed Indemnity Agreements.
Certificates of insurance must show proofof coverage in these limits:
Automobile Liability, Sl Million Liability
General Liability, SI Million Liability
Workers Compensation, Statutory Limits
On trucks- Automobile Liability, Bodily Injury: $50, 000 each person and 5100,000 each accident; and Property Damage:
$25,000 each accident
On pushing equipment- General Liability: 5100,000 combined single limit
9. Inform AWL personnel of all vehicles that you hire to work for you. Their insurance certificates must be submitted separately.
Many local companies have insurance on rile at AWL already.
10. DO NOT loan out your space. Each company must have their own space unless AWL personnel direct otherwise
Authorized Signature of Land User Company Name Date
of
Aust9*NW 'Ae Company
Fill Area Rules
Fill area is on the west side of McNeil Road. Enter from haul road.
Only type of fill that will be accepted is rock and dirt.
Type of fill not accepted is asphalt, concrete with rebar, broken up concrete, or anything
similar, as well as trash, lumber or paper.
Companies using the Fill Area must:
1. Sign AWL Fill Area Guidelines
2. Sign Indemnity Agreement
3. Furnish certificates of insurance for anyone that will be hauling in material and
provide general liability certificate for mobile equipment that is brought in to
push material.
4. Pay in Advance (Not Applicable)
5. Must furnish gateman to monitor gate; otherwise haulers will be responsible
for opening and closing the gate while on the property
6. Push daily if necessary
7. Email AWLSales@austinwhitelime.com every day by 10:00 a.m. to report number
of loads hauled the previous day.
CHARGE:
Bobtail Loads - $25.00 per load
End Dump Trailer Loads - $30.00 per load
Exhibit "A"
Contact Sheet
Company Name: City of Round Rock Utilities Department
Company phone number: 512-218-5400
Company fax number: 512.218-7088
Name of Contact Person and phone number: Brandon Rainer- 512-218-5570
Name of location where landfill is coming from: 310 Deepwood Drive Round Rock, Texas 78664
Exhibit "B"
Indemnity Agreement
It is the express intent of the parties, City of Round Rock (hereafter referred to as Land User), and Austin White
Lime Company, Robinson Ranch, Robinson Land Limited Partnership, and all other owners of the land to be
accessed or used by the Land User, (hereafter referred to as the Land Owners), and Robinson Cattle Company
(hereafter referred to as the Land Lessor) that the indemnity provided in this agreement is indemnity by signature to
protect and indemnify the Land Owners and Land Lessor from the consequences of the Land Owners' and Land
Lessor's own negligence or claimed negligence, whether such negligence or claimed negligence is the sole or
concurring cause of any injury, death or damage.
In consideration for access to or use of land by the Land User named herein, the Land User agrees to the following
terms.
Land User releases the Land Owners and Land Lessor from, and assumes entire
responsibility and liability for, any claim or actions based on or arising out of
injuries, including death, to persons or damages to or destruction of property,
including pollution, sustained or alleged to have been sustained in connection with
or to have arisen out of or incidental to access to or use of the Land Owners' and
Land Lessor's land by the Land User, its agents and employees (if any), and its
subcontractors, their agents and employees, regardless of whether such claims or
actions are founded in whole or in part upon alleged negligence of the Land Owners
and/or Land Lessor, the Land Owners' and/or Land Lessor's representative, or the
subcontractors, employees, agents, invitees, or licensees thereof. Land User further
agrees to release, indemnify and hold harmless the Land Owners and Land Lessor
and their representatives, and the employees, agents, invitees and licensees thereof
in respect of any such matters and agrees to defend any claim or suit or action
brought against the Land Owners and Land Lessor, the Land Owners' and Land
Lessor's representatives, and employees, agents, invitees, and licensees thereof.
Signature of Agent for Land Owners Date
Printed Name of Agent for Land Owners
Signature of Agent for Land User Data
Printed Name of Agent for Land User
Land User Name, Address, and Phone Number (Please Print)
c=orms provtoea Dy Texas Etnics commission www.etniCS.State.tx.us Version V1.1.391`$039c
CERTIFICATE OF INTERESTED PARTIES FORM 1295
1 of 1
Complete Nos.1- 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos. 1. 2, 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1
Name of business entity filing form, and the city, slate and country of the business entity's place
of business.
2019-499381
Austin White Lime Company
Austin, TX United States
Date Filed:
06/03/2019
2
Name of governmental entity or state agency that is a party to the contract for which the forms
being filed.
City of Round Rock
Date Acknowledged:
3
provide the identification number used by the govemmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract
CORR clean fill agreement
allow import of clean dirt and rocks
4
Name of Interested Parry
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
Intermediary
5
Check only if there is NO Interested Party. ❑
x
6
UNSWORN DECLARATION
My name is Lfla R. Weirich and my date or birth is June 27. 1964
My address is 4900 Howard Lane TX- 76728 . USA
I
(sheet) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in Travis County, State of Texas on the _I_day of _June___, 20 19
(Month) (year)
Signature of authorized agent of contracting business entity
(Dedarani)
c=orms provtoea Dy Texas Etnics commission www.etniCS.State.tx.us Version V1.1.391`$039c
City of Round Rock
ROUND ROCK
/ i _ Agenda Item Summary
Agenda Number:
Title: Consider executing an Agreement with Austin White Lime for the disposal of
rock and uncontaminated dirt.
Type: City Manager Item
Governing Body: City Manager Approval
Agenda Date: 6/28/2019
Dept Director: Michael Thane, Utilities and Environmental Services Director
Cost: $27,000.00
Indexes: Utility Fund
Attachments: Agmt
Department: Utilities and Environmental Services
Text of Legislative File CM -2019-0192
The City of Round Rock has partnered with Austin White Lime for the past 10 years for disposal
of materials. The Utilities and Environmental Services Department uses Austin White Lime for
the disposal of all the spoils from projects that require soil excavation. This partnership is
beneficial to the City as it is considerably less expensive to use Austin White Lime's property
for disposal instead of the Wilco Landfill. This contract has a term of 36 months and will not
exceed $27,000 ($9,000/year).
Cost: $27,000
Source of Funds: Utility Fund
C!ty of Round Rock Page i Printed on N28/2019