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R-04-05-27-16C2 - 5/27/2004 RESOLUTION NO. R-04-05-27-16C2 WHEREAS, the City of Round Rock desires to retain professional services for household hazardous waste collection and disposal, and WHEREAS, Philip Reclamation Services, Houston, Inc. has submitted an Agreement for Household Hazardous Waste Collection Activities/Waste Disposal Service, and WHEREAS, the City Council desires to enter into said Agreement and with Philip Reclamation Services, Houston, Inc. , Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Agreement for Household Hazardous Waste Collection Activities/Waste Disposal Service with Philip Reclamation Services, Houston, Inc. , a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the .public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 27th day of May, 2004 . NY �WFJe,'Cityound Rock, Texas AT , CHRISTINE R. MARTINEZ, City Secretary @PFDesktop\::ODMA/WORLDOX/O:/WDOX/RESOLUTI/R40527C2.WPD/SC CITY OF ROUND ROCK AGREEMENT FOR HOUSEHOLD HAZARDOUS WASTE COLLECTION ACTIVITIES/WASTE DISPOSAL SERVICE WITH PHILIP RECLAMATION SERVICES HOUSTON INC (a wholly owned subsidiary of PSC) THE STATE OF TEXAS § CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § That this Agreement for services for Household Hazardous Waste Collection Activities/Waste Disposal Service (referred to herein as the "Agreement") is made and entered into on this the day of the month of , 200_, by and between the CITY OF ROUND ROCK, TEXAS, a home-rule municipality whose offices are located at 221 East Main Street, Round Rock, Texas 78664 (referred to herein as the "City"), and Philip Reclamation Services, Houston, Inc. whose offices are located at (referred to herein as the "Vendor"). This Agreement supersedes and replaces any previous agreement between the named parties,whether oral or written, and whether or not established by custom and practice. RECITALS: WHEREAS, City desires to have Vendor provide services related to Household Hazardous Waste Collection Activities and Waste Disposal; and WHEREAS, City has issued its "Request for Quotations" for City to provide said goods, and City has selected the Quote submitted by Vendor; 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 receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: 1.01 DEFINITIONS A. Agreement means the binding legal contract between City and Vendor setting E:: 1 forth the terms and conditions for the performance of the services by Vendor for City. The Agreement includes the following: (a) City's Request for Quotation designated as RFQ Specification Number 02-2004-2, attached hereto and made a part hereof as Exhibit "A"; (b) Vendor's Response to RFQ consisting of Attachments A and B, attached hereto and made a part hereof as Exhibit`B"; (c) the contract award; and (d) any exhibits, addenda, and/or amendments thereto. Any inconsistencies or conflicts in the contract documents shall be resolved by giving preference in the following order: (1) This Agreement; (2) Vendor's Response to RFQ; (3) City's Request for Quotation, exhibits, and attachments. B. City means the City of Round Rock, Williamson and Travis Counties, Texas. C. Force Majeure means acts of God, strikes, lockouts, 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. D. Services mean the service identified in the RFQ, and any and all materials, equipment and labor required to perform such service. F. Vendor means Philip Reclamation Services, Houston, Inc , or any of its successors, assigns, subsidiaries or affiliates. 2.01 EFFECTIVE DATE,DURATION,AND TERM A. This Agreement shall be effective on the date it has been signed by both parties hereto and approved by the City Council, and shall remain in full force and effect unless and until it expires by operation of the term stated herein, or until terminated or extended as provided herein. B. The Contract Period of this Agreement shall be for twelve months from the Effective Date. Prices shall be firm for the duration of this Agreement, except as provided for herein. This Agreement may be renewed for four (4) additional twelve-month contract periods, provided both parties agree. Should Vendor not desire to renew this Agreement for any additional contract period, Vendor shall provide City with written notice one hundred twenty (120) days prior to expiration of the then current contract period. Should City not desire to renew this Agreement for any additional contract periods, City shall provide Vendor with written notice thirty(30)days prior to expiration of the then current contract period. 2 C. The City reserves the right to review the Vendor's performance at the end of each twelve-month contract period and to cancel all or part of the Agreement (without penalty) or continue the Agreement through the next period. 3.01 TRANSFER OF WASTE AND TITLE Vendor shall inspect, and where desired, sample, the waste collected from City and prepare an inventory form that indicates the contents of each container of waste. Vendor shall be considered the Legal Generator of all waste removed from any site in the City pursuant to this Agreement. Vendor to prepare the Generator's Waste Material Profile Sheet and any required manifests. Vendor shall sign as Generator and shall not delegate this responsibility to any subcontractor. Any storage, transportation or disposal of waste undertaken pursuant to this Agreement shall comply with all applicable local, state or federal regulations and laws. No transporter or disposal facility shall be utilized if said transporter or facility is not in compliance with any permit, rule or regulation of the EPA, U.S. Department of Transportation, the Texas Railroad Commission, the Texas Commission on Environmental Quality or any other regulatory authority or agency. All wastes collected, transported and disposed of shall be in accordance with the terms and schedules set forth in Exhibit B. 4.01 ITEMS AWARDED All quote items on Exhibit`B" are awarded to Vendor. All quantities shown on Exhibits A and B are estimates only and no guarantee of a minimum or maximum purchase is made or implied. 5.01 COSTS Quote costs listed on Exhibit `B" shall be the basis of any charges collected by Vendor. Costs shall be firm for the duration of this Agreement and any optional extension periods. 6.01 INVOICES All invoices shall include, at a minimum,the following information: A. Name and address of Vendor; B. Purchase Order Number; C. Description and quantity of items received; and D. Delivery dates. 3 7.01 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 Vendor a written notice of termination at the end of its then current fiscal year. 8.01 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Vendor will be made 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 of the services, whichever is later. Vendor may charge a late fee of one percent (1%) for payments not made in accordance with this Prompt Payment Policy; however, this Policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Vendor concerning the Services performed which causes 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 any of the parties and subcontractors or between a subcontractor and its suppliers concerning supplies, materials, or equipment delivered or the services performed which 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. 9.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability to Vendor if it is determined by City that gratuities or bribes in the form of entertainment, gifts, or otherwise were offered or given by Vendor or its agents or representatives to any City officer, employee or elected representative with respect to the performance of this Agreement. In addition, Vendor may be subject to penalties stated in Title 8 of the Texas Penal Code. 10.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 4 r 11.01 ORDERS PLACED WITH ALTERNATE VENDORS If Vendor cannot provide the Services as specified, City reserves the right and option to obtain the Services from another vendor or vendors. 12.01 INSURANCE Vendor shall provide City with an insurance certificate evidencing Vendor's insurance coverage in accordance with Exhibit "C" attached hereto and made a part hereof. Vendor shall provide City with renewal insurance certificates during the entire term of the Agreement and any optional extensions. 13.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Tracy Herring City of Round Rock, Environmental Services Division Round Rock, Texas 78664 512-218-5559,Fax: 512-341-3316 14.01 RIGHT TO ASSURANCE Whenever either party to this Agreement, in good faith, has reason to question the other parry'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. 15.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified Services elsewhere, Vendor agrees that it may be charged the difference in cost, if any, and 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. Vendor shall be declared in default of this Agreement if it does any of the following: A. Fails to fully, timely and faithfully perform any of its material obligations under this Agreement; 5 r B. Fails to provide adequate assurance of performance under the "Right to Assurance" section herein; or C. Becomes insolvent or seeks relief under the bankruptcy laws of the United States. 16.01 TERMINATION AND SUSPENSION A. Either party has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon thirty (30) days' written notice to the other ply. B. In the event of any default by Vendor, City has the right to terminate this Agreement for cause,upon ten(10) days' written notice to Vendor. C. 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 Vendor, Vendor 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, Vendor shall submit a statement showing in detail the Services satisfactorily performed under this Agreement to the date of termination. City shall then pay Vendor that portion of the charges, if undisputed. The parties agree that Vendor is not entitled to compensation for Services it would have performed under the remaining term of the Agreement except as provided herein. 17.01 INDEMNIFICATION Vendor shall defend (at the option of City), indemnify, and hold City, its successors, assigns, officers, employees and elected officials harmless from and against all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any and all other costs or fees to the extent arising out of, or incident to, concerning or resulting from the negligent or willful acts or omissions of Vendor, or Vendor's agents, employees or subcontractors, in the performance of Vendor's obligations under this Agreement, no matter how, or to whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or Vendor (including, but not limited to the right to seek contribution) against any third party who may be liable for an indemnified claim. 18.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES Vendor, 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. 6 r 19.01 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. 20.01 NOTICES All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows: 1. 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 Vendor: Philip Services Corporation ATTN: Legal Dept. 5151 San Felipe, Suite 1600 Houston, Texas 77056 AND TO: Philip Reclamation Services ATTN: Mykl Wallrath 4050 Homestead RD Houston,TX 77028 Notice to City: James Nuse, 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 Vendor. 21.01 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. 8 22.01 EXCLUSIVE AGREEMENT This document, and all appended documents, constitutes the entire Agreement between Vendor and City. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing. 23.01 DISPUTE RESOLUTION If a dispute or claim arises under this Agreement, the parties agree to first try to resolve the dispute or claim by appropriate internal means, including referral to each party's senior management. If the parties cannot reach a mutually satisfactory resolution, then and in that event any such dispute or claim will be sought to be resolved with the help of a mutually selected mediator. If the parties cannot agree on a mediator, City and Vendor shall each select a mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than attorney fees, associated with the mediation shall be shared equally by the parties. City and Vendor 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. 24.01 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. 25.01 MISCELLANEOUS PROVISIONS Standard of Care. Vendor 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. Vendor understands and agrees that time is of the essence and that any failure of Vendor to fulfill obligations for each portion of this Agreement within the agreed timeframes will constitute a material breach of this Agreement. Vendor shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Vendor's failure to perform in these circumstances, City may pursue any remedy available without waiver of any of City's additional legal rights or remedies. Force Majeure. Neither City nor Vendor 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 Vendor have executed this Agreement on the dates indicated. CITY OF ROUND ROCK,TEXAS ATTEST: By: Nyle Maxwell,Mayor Christine R.Martinez, City Secretary Date Signed: Date Signed: PHILIP RECLAMATION SERVICES,HOUSTON,INC By: i Printed Name: Title: C, r,,,,,��,�-• Date Signed: `r/ a 3/ GL( i CITY OF ROUND ROCK l SPECIFICATION NO 02-2004-2 Request for Quotation (RFQ) Feb 2004 HOUSEHOLD HAZARDOUS WASTE COLLECTION PART I GENERAL 1. PURPOSE: The City seeks to establish an agreement with a reliable and qualified Contractor to provide the following services for a Permanent Household Hazardous Waste Collection Facility. THESE SERVICES SHALL INCLUDE: 1.1 Training for City of Round Rock personnel on categorization, segregating, packaging and spill remediation of household hazardous waste (HHW) . 1.2 Containers and packing materials for the transportation of household hazardous waste. 1.3 Transportation and disposal of household hazardous wastes for a permanent HHW facility on scheduled pick up dates. 1.4 The successful contractor shall assume generator status. 2. DEFINITIONS: The following definitions will be used for identified terms throughout the specification and bid document: 2.1. Agreement - A mutually binding legal document obligating the Contractor to furnish the materials, goods, equipment or services, and obligating the City to pay for the same. 2.2. Bidder identified throughout this specification shall describe persons and entities that consider themselves qualified to provide materials, goods, equipment and services. 2.3. City - Identifies the City of Round Rock, Williamson County, Texas. 2.4. Contractor - A person or business enterprise providing goods, equipment, labor and/or services to the City as fulfillment of obligations arising from a solicitation and/or agreement. 2.5. Purchase Order - A mutually binding legal document obligating the Contractor to furnish the goods, equipment or services, and obligating the City to pay for the same. 2.6. Subcontractor - Any person or business enterprise providing goods, equipment, labor, and/or services to a Contractor if such goods, equipment, labor, and/or services are procured or used in fulfillment of the Contractor's obligations arising from a contract with the City. PART II GENERAL CLAUSES AND CONDITIONS 1. PAST PERFORMANCE: All vendors will be evaluated on their past performance and prior dealings with the City to include, but not limited EXHIBIT D "All SPECIFICATION 2 NO. 02-2004-2 to, failure to meet specifications, poor quality, poor workmanship, late delivery. 2• ABANDOMEM OR DEFAULT: A Contractor who abandons or defaults the work on the contract and causes the City to purchase the services elsewhere may charged the difference in cost if any and will not be considered in the re-advertisement of the service and may not be considered in future bids for the same type of work unless the scope of work is significantly changed. 3. COMPLIANCE WITH LAWS: The successful bidder shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any court or administrative bodies or tribunals in any matter affecting the performance of the resulting contract,. including without limitation, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When requested, the Contractor shall furnish the City with satisfactory proof of its compliance. 4. INDEMNITY: Contractor shall indemnify, save harmless and defend the City, its officers, agents, servants, and employees from and.against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees and any and all other costs or fees incident to the performance of the resulting contract and arising out of a willful or negligent act or omission of the Contractor, its officers, agents, servants and employees. 5. LIENS: Contractor agrees to and shall indemnify and save harmless the City against any and all liens and encumbrances for all labor, goods and services which may be provided under the resulting contract. At the City's request the Contractor or subcontractors shall provide a proper release of all liens or satisfactory evidence of freedom from liens shall be delivered to the City. 6. VENUE: Both the City and the Contractor agree that venue for any litigation arising from a resulting contract shall lie in Williamson County. 7. INDEPENDENT CONTRACTOR: It is understood and agreed that the Contractor shall not be considered an employee of the City. The Contractor shall not be within protection or coverage of the City's Worker' Compensation insurance, Health Insurance, Liability Insurance or any other insurance that the City from time to time may have in force and effect. 8. INVOICING: Contractor shall submit one original and one copy of each invoice n a monthly basis to the following address: City of Round Rock Environmental Services 2008 Enterprise Drive Round Rock, TX78664-5299 9. PROMPT PAYMENT POLICY: Payments will be made within thirty days after the city receives the supplie.$, materials, equipment, or the day on which the performance of services was completed or the day on which the City receives a correct invoice for the supplies, materials, equipment SPECIFICATION 3 NO. 02-2004-2 or services, whichever is later. The Contractor may charge a late fee . (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply to payments made by the City in the event: 9.1. There is a bona fide dispute between the City and Contractor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 9.2. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or -9.3. The is a bona fide dispute between the Contractor and a subcontractor or betweena subcontractor and its suppliers concerning supplies, material, or equipment delivered or the services performed which caused the payment to be late; or 9.4. The invoice is not mailed to the City in strict accordance with instructions, if any, on the purchase order or contract or other such contractual agreement. 10. OVERCHARGES: Contractor hereby assigns to purchaser any and all claims for overcharges associated with this contract which arise under the . . antitrust laws of the Untied States, 15 USGA Section 1 et sec ., and which arise under the antitrust laws of the State of Texas, Bus. and Com. Code, Section 15.01, et seg. PART III SPECIFICATION SPECIAL PROVISIONS 1.0 Bidder Requirements: The successful bidder shall: 1.1 Have been directly responsible for the performance of at least two (2) household hazardous waste collection events or two (2) hazardous waste collections involving direct contact with the general public who are not hazardous waste generators as defined in 40 CFR. 1.2 Comply with all federal, state and local regulations concerning hazardous waste operations. No transporter or disposal facility shall be utilized if said transporter or facility is not in compliance with any permit, rule or regulation of the U.S. Environmental Protection Agency (USEPA), the Texas Commission of Environmental Quality(TCEQ) , the Texas Railroad Commission (RRC) , the U.S. and Texas Departments Of Transportation (DOT) , or any other regulatory authority or agency. This requirement applies to all subcontractor utilized in the performance of this service. 1.3 Not be in default nor currently past due on any debt owed to the City of Round Rock. 1.4 Divulge any and all environmental violations for which it was cited during the last five calendar years. Provide this information as an attachment to the official bid. SPECIFICATION 4 NO. 02-2004-2 1.5 Submit a list of all subcontractors to be utilized in the performance of this service. 1.6 Obtain and maintain during the term of the Contract and subsequent amendments, at no additional charge to the City of Round Rock, all licenses, permits, authorizations, or any documents required by federal, state, county and municipal governments and other authorities so that the PERFORMING PARTY may conduct the work necessary to fulfill the requirements of the Contract. 1.7 Complete an inventory form that indicates the contents of each lab pack and the contents of the bulk packs transferred. from the collection site to authorized storage, treatment or disposal facilities. Within seven (7) days following the scheduled pick up dates one legible copy of each form shall be submitted to the City of Round Rock's Project Representative under this Contract and shall be attached hereto and incorporated herein as Exhibit C to this Contract. 1.8 Establish and implement a procedure according to regulations contained in 40 CFR 262,11 to identify unknown or partially identified wastes. This procedure .shall at a minimum consist of the following: (1) Open and sample containers holding unknown or partially identified wastes. (2) Identify the wastes at the collection site or elsewhere in sufficient detail to permit safe transportation in accordance with applicable regulations. (3) Identify the wastes at the collection site or elsewhere in sufficient detail to permit proper disposal 1.9 PERFORMING PARTY shall train City of Round Rock personnel to properly categorize, segregate and package wastes to ensure the material meets applicable requirements for the transportation of wastes. Spill remediation training will also be provided by the PERFORMING PARTY. It shall also be the duty of the PERFORMING PARTY to prepare the Generator's Waste Material Profile Sheet and any required manifests. These documents shall be complete and shall contain the necessary and appropriate signatures. The PERFORMING PARTY shall sign as "generator" and the PERFORMING PARTY or its subcontractor shall sign as transporter" of the waste. The. PERFORMING PARTY shall be considered the Legal Generator of all waste removed form the site pursuant to this Contract. The PERFORMING PARTY shall not delegate this responsibility to any subcontractor. Being considered legal generator of waste removed form the site includes, but is not limited to, the PERFORMING PARTY: (1) being listed as the legal generator on block 3 of the Uniform Hazardous Waste Manifest for such wastes which are subject to manifesting under state or federal law. (,2) signing block 16 (Generator Certification) of the.Hazardous Waste Manifest, where applicable, for any class waste transported from the site, certifying proper classification, packaging, labeling and shipping of the waste; and, (3) signing the TCEQ-0757 form as the generator/representative for the PERFORMING PARTY as the generator when the use of that form is required by law. SPECIFICATION 5 NO. 02-2004-2 Any storage, transportation or disposal of hazardous or nonhazardous waste undertaken by the PERFORMING PARTY or subcontractors under this Agreement shall comply with all applicable local, state or federal regulations and law. No transporter or disposal facility shall be utilized if said transporter or facility is not in compliance with any permit, rule or regulation of the EPA, US Department of Transportation, the Texas Railroad Commission, the TCEQ or any other regulatory authority or agency. 1.10 .The PERFORMING PARTY shall store wastes at its storage facility, the PERFORMING PARTY shall store the wastes in compliance with the requirements of the hazardous waste rules, 30 Texas Administrative Code Chapter 335, and local fire codes and ordinances. The PERFORMING PARTY shall continue to store the wastes at the storage facility, in accordance with these requirements, until authorized to ship the wastes from the facility. 1.11 The PERFORMING PARTY shall treat or stabilize wastes, or perform laboratory analyses on unidentified or partially identified wastes, the PERFORMING PARTY shall treat, stabilize and analyze the waste in compliance with the requirements of the hazardous waste rules, Title 30 Texas Administrative Code Chapter 335. 1.13 Make and implement all arrangements needed for the proper disposal of the wastes received during the scheduled pick up dates subject to the provision in the last sentence of this paragraph. The disposition of the wastes collected shall be by direct transportation from the collection site to a licensed TSD (Transportation, Storage and Disposal) facility authorized under the Resource Conservation and Recovery Act (RCRA) , subject to approval by to the City of Round Rock's Project Representative. In addition, said disposal facility shall be free of any pending enforcement or compliance proceedings with the EPA, TCEQ, or other local and state regulatory agencies. If the wastes will be disposed of outside of the State of Texas, the PERFORMING PARTY shall indicate these facilities on Exhibit E to this Contract in accordance with Attachment B to this Contract (relating to Schedule of Deliverables) . Any facilities listed in Exhibit E of this Contract by the PERFORMING PARTY are subject to approval by to the City of Round Rock. Wastes that cannot be incinerated will be authorized for disposal at a permitted hazardous waste landfill. All wastes collected under the terms of this Contract shall ultimately disposed of on or before the date referred to in Attachment B to this contract (relating to Schedule of Deliverables) . The EPA and TCEQ Identification Numbers for the collection activities shall be submitted in accordance with Attachment B to this Contract (relating to Schedule of Deliverables), and shall be attached hereto and incorporated herein as Exhibit F. These numbers will be used to identify and treat collected wastes. .1.14 Supply spill control materials and employees trained to initiate immediate corrective action in the case of a spill or release associated with the scheduled HHW pick up dates. . The preparedness shall include the management and recovery of any unplanned spill or release of wastes into the environment. These trained employees SPECIFICATION 6 NO. 02-2004-2 shall also serve as chemists and/or technicians are referenced in Attachment A. Documentation of training must be submitted in accordance with Attachment B to this contract (relating to Schedule of Deliverables) . 2.0 Scope of Services - General 2.1 The City of Round Rock will' be operating a Household Hazardous Waste Collection Facility beginning in May 2004. 2.2 All collection events will be held at the City of Round Rock Recycling Center located at 310 Deepwood Drive in Round Rock, Texas. 2.3 Not accept any nonconforming wastes during the scheduled pick up dates. Nonconforming wastes are listed in Exhibit D attached hereto and incorporated herein by reference. 3.0 Scope of Services - Specific The Performing Party shall provide the following: (a) Training to City of Round Rock personnel (up to 5 staff members) in proper categorization, segregation and packaging techniques for Household Hazardous Waste Collection activities. (b) Spill remediation procedures in reference to HHW. (c) Adequate number of collection containers and required labels for the City of Round Rock to package HHW and to bulk latex and aerosol spray paint. (d) Drums and collection containers to be delivered as specified in Attachment B( Schedule of Deliverables) . (e) Assume generator status of HHW picked up from the City of Round Rock HHW facility. (f) Transportation of containers of HHW to a licensed TSD facility. (g) Disposal of HHW. City of Round Rock shall: (a) Conduct HHW collections independent of Contractor. (b) Categorize, segregate and package HHW. (c) Contact contractor when disposal is necessary. For scheduled HHW Pick Up Dates The Performing Party .shall provide the following: (a)Adequate number of personnel on scheduled HHW pickup days ( disposal chemists and/or technicians) who must have completed, at a minimum, 40- hour hazardous materials certification training and physically SPECIFICATION 7 NO. 02-2004-2 worked on three (3) chemical waste collection jobs (with references) , to perform all segregation, inventorying, packaging bulking, manifesting and transportation activities .for the collected wastes. Documentation and references for all personnel must be submitted in accordance with Attachment B to this RFQ (relation to Schedule of Deliverables), and shall be attached hereto and incorporated herein as Exhibit B. (b) Project Representative, as indicated in Attachment D, Article 18 of this Contract (relating to Project Representatives) . The Project Representative shall review proposed collection site procedures, shall attend meetings which will take place following award of this Contract and .prior to the collection date, and shall oversee the operations being conducted by the PERFORMING PARTY and any of its subcontractors. (c) All equipment necessary to properly unload, handle, weigh, identify unknowns or partially identified wastes, properly package, label, and transport all collected wastes. (d) All personal protective equipment required by all local, state and federal regulations for hazardous waste operations. (e) Shall pick up for transport and disposal all HHW collected by the City of Round Rock. . City of Round Rock shall provide: (a) John Deere skid loader with fork lift attachment. 3.1 The HHW collection facility will serve approximately 73,000 persons. Participation is expected to serve 800 to 1000 households annually. It is estimated that six (6) tons of (prepackaged waste weight) hazardous waste will be collected annually. All bids shall be based on this anticipated total tonnage of waste as calculated using prepackaged waste weight. 3.3 The scheduled pick up dates will be determined as the amount of waste for disposal accumulates. The City of Round Rock will notify a minimum of seven to ten working days prior to pick up. 3.4 The City of Round Rock will sort out all nonhazardous waste, automotive products, latex paint, batteries, reusable pesticides, herbicides and other material received during the collection events. 3.5 The City or Round Rock shall accept only residential quantities HHW from participants. 3.6 The City of Round Rock shall not accept nonconforming wastes during collection activities. Nonconforming wastes are listed in Exhibit D attached hereto and incorporated herein by reference. 4.0 Costs .4.1 All prices_ shall include: hazardous waste training, waste analyses, packaging, transportation, storage, disposal, required reporting, labor, per diem, travel and all necessary equipment, supplies, and services. SPECIFICATION 8 NO. 02-2004-2 .4.2 Per ton disposal costs shall be based on prepackaged waste weight. These costs shall be all inclusive (packaging, containers, transport, disposal identification. 4.3 Unit prices must be submitted for all required equipment and services listed below. The City of Round Rock's Project Representative may require increases or decreases in the quantities of items designated with (*) during the collection program. See attachment A. 5.0 Additional Information 5.1 The City of Round Rock prefers that deep well injection not be utilized as a method of disposal for any wastes collected at this event. 6.0 The following items shall be submitted with the Bid Proposal on or before Friday, February 27, 2004: 6.1 Attachment A Bid Tab 6.2 Attachment B Schedule of Deliverables 6.3 Exhibit A Disposal Chemist Documentation 6.4 Exhibit B Technicians Documentation 6.5 Exhibit D Nonconforming Wastes 6.6 Exhibit E Commercial Hazardous and Solid Waste Management Facilities Outside the State of Texas 6.7 Exhibit G Comptroller of Public Account; Certificate of Good Standing 6.8 Exhibit J List of Subcontractors 6.9 Exhibit K Proof of Insurance 6.10 Exhibit L Project Representatives The bid packet should be sent to: Tracy Herring City of Round Rock Environmental Services 2008 Enterprise Drive Round Rock, TX 78664 Direct questions to 512) 218-5559 tracyh@round-rock.tx.us These Special Provisions, the attached form, Attachments A-B, and Exhibits A-L are incorporated herein, and shall be a part of any contract resulting from this specification. SPECIFICATION 9 NO. 02-2004-2 The City of Round Rock reserves the right to cancel the collection activities if all bids received exceed the City of Round Rock budget for this program. PART V AGREII4:NT TERMS AND CONDITIONS 1.0 AGREEMENT: The agreement resulting from this RFQ shall be for one twelve-month period from the date of award with the option thereafter to extend four additional twelve-month periods. Prices shall be firm for the duration of the contract and extension periods, except as otherwise provided for herein. 2.0 ORDER QUANTITY: The quantities shown on the RFQ are estimates only. No guarantee of any minimum or maximum purchase is made or implied. The City will only order the .amount needed to satisfy operating requirements, which may be _more or less than indicated. 3.0 PRICE ADJUSTMENT: The City may permit 'unit price" adjustments upward, only as a result of a cost increase is justified. Any price increase shall be requested by the contractor in writing and accompanied with the appropriate documentation to justify the increase. The Contractor may offer price decreases at any time. 4.0 CANCELLATION:_ Either party may cancel the contract, without penalty, by providing 30 days prior written notice to the other party. Termination shall not relieve the Contractor of any obligation or liability that has occurred prior to cancellation. NOTE: This contract is subject to cancellation, without penalty, at any time the City deems the Contractor to be non-compliant with contractual obligations. 4.1 The contract may be canceled if three major complaints of substandard performance are received in the same month from the same division/department. The City retains the right to determine what constitutes a major complaint. 5.0 NON-APPROPRIATION: The contract resulting from any quote using these specifications is. a commitment of the City's current revenues only. It is understood and agreed that the City has the right to terminate this contract at the end of any City fiscal year, if the governing body of the City does not appropriate funds sufficient to purchase the estimated yearly service, as determined by the City's budget for the fiscal year in question. The City may effect such termination by giving Vendor a written notice of termination end of its then current fiscal year. 6.0 CONTRACT ADMINISTRATOR: All work performed under this contract_ will be supervised and verified by the City's designee noted below. Tracy Herring at 512-218-5559 PART VI. ATTACHMENTS 1.0 Attachments A and B 2.0 Exhibits A-L Attachment A Quote Tab 1 Flani nabie Liquid lab pack•, 550 $ 5 $ 2 Flammable Liquid Poison lab pack.,.z3 55 gal $ 12 $. 3 Corrosive Liquid Aad lab parck''" 30 gal $ 3 $ 4 Caustic Alkaline Liquid lab pack•'z' 30 gal $ 2 $ 5 Poison Sold lab pack•12-3 55 gal $ 4 $ 6 Sodium Hydroxide lab pack•' 3 30 gal $ 1 $ 7 01 based pant in cans"1 Z3 Hb $ 20 $ 8 Latex paint bugged'n 55 gallon drums.,2 3 $ $ $ 9 Aerosol Spray Pant(liquid only) $ 1 $ 10 Aerosol Cans lab pack''�3 $ 3 $ 11 Mercury debris lab pack""3 $ 2 $ 12 Oxidizers''z3 30 gal $ 5 $ Above Prices are to include all waste transportation,identifaiciton,disposal, packaging charges 13 John Deer:skid loader with Provided by city of Round Rock $0 fork lift attachment,drum dolle 14 Hazardous Materials Training for City staff per Penson $ 5 $ (Categorkatian,section and packaging of HHW) 15 Number of Field Personnel $ $ Per Pick Up Event per Hour $ $ $ $ $ Denotes items where actual quantities may vary above or below bid quantity ' In the evert that the estimated prepackaged waste weight is surpassed at the collection evert,the additional waste weight exceeding the estimated waste weight shall be btiled for the Mowing only:per mile waste transportation charge,ton/day waste storage charge, per ton waste incineration and/or landfriMng charge,and tec,rlcian and disposal chemic labor charges per hour. 2 Unk price for transportation is needed In the event that free stooge or disposal is secured by City of Round Rock Transportation crit costs will be used to detemine transportation costs owed to the Performing Party for transportation to a third party storage or disposal facility. 3 The waste incineration and waste landfilling per ton costs shall include all material necessary for the proper packaging and transport of all wastes collected. Vendor Signature Date pne 1 of, ATTACHMENT B SCHEDULE OF DELIVERABLES DATE ITEM Due by March 5,2004 Attachment A -Bid Tab Attachment B-Schedule of Deliverables To Be Exhibit A-Disposal Chemists'Documentation Submitted Exhibit B-Technicians'Documentation with Quote Exhibit E-Waste facilities outside of Texas To Be Exhibit G-Certificate of Good Standing Submitted Exhibit J-List of all subcontractors with Quote Exhibit K-Proof of Insurance Exhibit L=Project Representatives Exhibit L-Project Representatives On or before Provide necessary training to up to 5 City of Round Rock staff members on the April 23,2004 proper categorization, segregating and packaging of HHW. On or before May 1,2004 Provide necessary collection containers for HHW collection activities (This will include 8 open head drums with 2"bungs for paint bulking) On or before May 1,2004 Submit EPA and TCEQ Hazardous Waste Site ID Numbers in accordance Exhibit F On or before May 1,2004 Operational Plan for the collection site in accordance with Exhibit I Dates to be determined Conduct transport and disposal services on scheduled HHW Pick Up dates (Pick up dates will occur quarterly with dates to be determined) Drop of additional containers/supplies for proper categorization, segregation and packaging of HHW Within 14 days of Claims Release documentation with exhibit H. Scheduled'HHW Pick Copies of Inventory/Packing Forms/Waste Manifests and HHW Data Information Up Date with Exhibit C. Final dis osal of all wastes shall be completed and invoice for payment mailed. Performing Party Signature Date Attachment B Page 1 TABLE OF EXHIBITS Exhibit A Disposal Chemists'Documentation(Must be submitted with the RFQ Exhibit B Technicians'Documentation(Must be submitted with the RFS Exhibit C Inventory/Paddng Forms/Hazardous Waste Manifests Exhibit D Nonconforming Wastes(Provided by City of Round Rock) Exhibit E Commercial Hazardous and Solid Waste Management Facilities Outside the State of Texas{Must be submitted with the RFS Exhibit F EPA and TNRCC Identification Numbers Exhibit G Comptroller of Public Accounts;Certificate of Good Standing(Must be submitted with the RFS Exhibit H Release of All Claims Exhibit I Operational Plan for the Event(include Health and Safety Plan) Exhibit J List of Subcontractors(Must be submitted with the RFS Exhibit K Proof of Insurance(Must be submitted with the RFS Exhibit L Project Representatives(Must be submitted with the RFQ) EXHIBIT A DISPOSAL CHEMISTS' DOCUMENTATION (to be provided by the PERFORMING PARTS Vendor Signature Date EXIT B TECHMCIANS' DOCUMENTATION (to be provided by the PERFORMING PART Vendor Signature Date EXHIBIT C INVENTORY/PACKING FORMS (to be provided by the PERFORNUNG PART Vendor Signature Date EXHIBIT D NONCONFORMING WASTES The following products and wastes sball not be accepted at the collection event 1. Explosive or potentially shock sensitive materials. 2. Herbicides containing 2,4,5-T and Silvex 3. Fertilizers and Nutrients that are neither hazardous nor contain pesticide admixtures. 4. Products containing Pentachlorophenol. 5. Biological,etiologic,infectious materials and medical wastes. 6. Radioactive materials. 7. Any other wastes which the Project Representatives deem unacceptable. City of Round Rock Date EXHIBIT E Commercial Hazardous Waste and Solid Waste Management Facilities Outside the State of Texas (to be provided by the PERFORMING PARTY) Vendor Signature Date EXHIBIT F EPA AND TNRCC IDENTIFICATION NUMBERS (to be provided by the PERFORMING PARTY Vendor Signature Date EXHIBIT d LIST OF SUBCONTRACTORS (to be provided by the PERFORMING PARTY) Vendor Signature Date EXHIBIT K PROOF OF INSURANCE (to be provided by the PERFORMING PARTY Vendor Signature Date EXHIBIT L PROJECT REPRESENTATIVES (to be provided by the PERFORMING PARTY) Vendor Signature Date Exhibit L DESIGNATION OF PROJECT REPRESENTATIVES AND LOCATIONS FOR RECORD ACCESS AND REVIEW (a) The City of Round Rock hereby designates the individual named below as the person authorized to give direction to the CONTRACTOR as a Project Representative of the City of Round Rock: Tracy L.Herring City of Round Rock 2008 Enterprise Drive Round Rock,TX 78664 Telephone No.(512)218-5559 Fax No.(512)341-3316 Email tracyh around-ro&tx,us (b) The CONTRACTOR hereby designates the individual named below as the person authorized to receive direction from the City of Round Rock,to manage the work being performed,and to act on behalf of the CONTRACTOR as a Project Representative: (c) The CONTRACTOR designates the following location for record access and review pursuant to Article 17 of the Contract or any other applicable provision: EXHIBIT Quote Tab 1, F ble liquid quid lab pa*A" 55 gall $185-00 5 $ 925.00 2 FianWnaW t iqW Poison Fab pack#1A3 5s gal $185-00 12 $ 2220.00 3 Liquid Acid lab pa& 30 gm $145.00 3 $435.00 4 Caustic Aimum liquW lab pack 30 gal $145.00 2 $ 290.00 5 Poison Solid lab pads 55 gd $185.00 4 $7 4 0.00 6 Sockn Hydro"lab pack.1" 30 gd $14 5.0 0 1 $ 145.00 7 oil based paint in cans 9" �'box $3 7 0.0 0 20 $7 4 0 0.0 0 8n� °"w `1z' 55901 $90.00 8 $720.00 9 Aerosol Pakht 01M 55 gal $ 90.00 1 $90.00 10P- transPOrtation. Aerosol Cans lab-pack au ss gal $ 21'0.00 . 3 $630.00 Mercurydebrislapack''• ' S9� $ 2ottidmers''A' 3p ga . $ 0 5 $1075.00 Above Prices are to inclutde all waste identifaiciton.disposal, packaging charges 13 John Deere skid loader with Provided by City of Rorard Roar ;O fork lift attachment,drum dolle 14 Hazardous Materials Training for City staff per Person $ ( ,segregation and of HtIM -215.00 5 $1075.00 15 Number or Field peisorwId 2 $ 80. 0 0• 1 $ 80.00' Per Pick Up Event 1 chemist/1 tech) Perms $ $ $ 16, 145.00 Denotes lems where actual quantities may vary above or below bid quantity In the em t that the estimated prepackaged waste weight is wed at.ft collection rent,the ad&mnal waste weight aceeda>g to estimated waste weight ahai be tiled for the tvlowing OW. 'Per mle waste transportation charge,tor.Vday waste storage charge. Per tan waste incineration am t kndMV charge.and technician and disposal chemist Faber dwrges per hotr. 2 Unit price for transportation is needed in the event Itwt free stArage or disposal is secured by City of Round Rock.Tra ngmta m unit As WE be used to detern*w transportation costs owed to the Perfom ft Party for transportation lo a third party storage or disposal facility. 3 The wane irrckheraEhioe and waste Farhdfilahg iter ton costs sthaii in kjde al nwterial necessary for the proper packaging and transport of al wastes coleded. Vendor Signature Date v>vx r a r EXHIBIT C 1. INSURANCE: The Vendor shall procure and maintain at its sole cost and expense for the duration of the Agreement or purchase order resulting from a response to this Invitation to Bid/Specification insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work as a result of this bid by the successful bidder, its agents, representatives, volunteers, employees or subcontractors. 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City 1.3.5. Policies shall include,but not be limited to,the following minimum limits: 1.3.5.1-Minimum Bodily Injury Limits of$300,000.00 per occurrence. 1.3.5.2.Property Damage Insurance with minimum limits of$50,000.00 for each occurrence. 1.3.5.3.Automobile Liability Insurance for all owned, non-owned, and hired vehicles with minimum limits for: 1.3.5.3.1. Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and 1.3.5.3.2. Property Damage Minimum limits of$50,000.00 for each occurrence. 1.3.5.4.Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.3.6. Coverage shall be maintained for two years minimum after the termination of the Agreement. 1.4. The City shall be entitled, upon request and without expense, to receive copies of insurance policies and all endorsements thereto and may make reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the requirements of the bid specification and the insurance endorsements stated below. 1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following provisions: 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insured's, (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days notice to the City of cancellation, non-renewal, or material changes 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1.That the insurance company or agent/broker shall endeavor to notify the City; and, 1.5.4.2.Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 1.5.5. Provide for notice to the City at the addresses listed below by registered mail: 1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of this Agreement concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall notify the City in the event of any change in coverage and shall give such notices not less than thirty days prior notice to the change, which notice shall be accomplished by a replacement Certificate of Insurance. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City Attorney City of Round Rock City of Round Rock 221 East Main Street 309 East Main Street Round Rock,TX 786645299 Round Rock,TX 78664 1.6. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Vendor shall not relieve the Vendor of full responsibility or liability for damages and accidents as set forth in these requirements. Neither shall bankruptcy, insolvency, or denial of liability by the insurance company relieve the Vendor from liability. 1.7. If the Vendor employs, contracts with or otherwise permits any other individual or entity to perform any of the obligations of the Vendor, then any and all of these individual or entities shall be bound by the same insurance requirements as the successful bidder. 2. WORKERS COMPENSATION INSURANCE: Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self-insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.2. Duration of the project - includes the time from the beginning of the work on the project until the Vendor's/person's work on the project has been completed and accepted by the City. 2.3. Persons nrovidine services on the project ("subcontractor") in Section 406-096 includes all persons or entities performing all or part of the services the Vendor has undertaken to perform on the project, regardless of whether that person contracted directly with the Vendor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services"does not include activities unrelated to the project, such as food/beverage vendors,office supply deliveries,and delivery of portable toilets. 2.4. The Vendor shall provide coverage,based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Vendor providing services on the project,for the duration of the project. 2.5. The Vendor must provide a certificate of coverage to the City prior to being awarded the Agreement. 2.6. If the coverage period shown on the Vendor's current certificate of coverage ends during the duration of the project, the Vendor must, prior to the end of the coverage period, file a new certificate of coverage with the City showing that coverage has been extended. 2.7. The Vendor shall obtain from each person providing services on a project, and provide to the City: 2.7.1. A certificate of coverage, prior to that person beginning work on the project, so the City will have on file certificates of coverage showing coverage for all persons providing services on the project;and 2.7.2. No later than seven calendar days after receipt by the Vendor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.8. The Vendor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. 2.9. The Vendor shall notify the City in writing by certified mail or personal delivery, within 10 calendar days after the Vendor knew or shall have known, or any change that materially affects the provision of coverage of any person providing services on the project. 2.10. The Vendor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission,informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.11. The Vendor shall contractually require each person with whom it contracts to provide services on a project,to: 2.11.1. Provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.11.2. Provide to the Vendor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project, for the duration of the project; 2.11.3. Provide the Vendor,prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.11.4. Obtain from each other person with whom it contracts, and provide to the Vendor: 2.11.5. A certificate of coverage, prior to the other person beginning work on the project; and 2.11.6. A new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project 2.11.7. Retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 2.11.8. Notify the City in writing by certified mail or personal delivery, within 10 calendar days after the person knew or shall have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 2.11.9. Contractually require each person with whom it contracts, to perform as required by paragraphs (A through G), with the certificates of coverage to be provided to the person for whom they are providing services. 2.12. By signing the solicitation associated with this specification,or providing,or causing to be provided a certificate of coverage, the Vendor is representing to the City that all employees of the Vendor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project,that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or,in the case of a self-insured, with the Commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the Vendor to administrative penalties,criminal penalties,civil penalties,or other civil actions. 2.13. The Vendor's failure to comply with any of these provisions is a breach of contract by the Vendor that entitles the City to declare the Agreement void if the Vendor does not remedy the breach within ten calendar days after receipt of notice of breach from the owner. DATE: May 21, 2004 SUBJECT: City Council Meeting - May 27, 2004 ITEM: 16.C.2. Consider a resolution authorizing the Mayor to execute an Agreement for Household Hazardous Waste Collection Activities/Waste Disposal Service with Philip Reclamation Services, Houston, Inc. Department: Water and Wastewater Utility Department Staff Person: Tom Clark, Director of Utilities Justification: This Agreement will provide staff training in the packaging, segregating and identification of household hazardous waste. Philip Reclamation will collect and dispose of materials collected through the City of Round Rock's Household Hazardous Waste (HHW) Collection Program. The training provided will allow for more efficient waste management, waste disposal will be reduced and recycling options will be increased. Funding: Cost: $16,145.00 Source of funds: 2003-2004 Operating Budget Environmental Services Division Outside Resources: Philip Reclamation Services Houston Inc. Background Information: Seven Request for Proposals were sent and three were received from vendors to perform these services. Philip was low bidder. The City of Round Rock's Environmental Services Division has conducted several successful HHW events since 1996. Monthly paint collections were established in 2003, and the installation of hazardous storage buildings in the summer of 2004 will allow for a permanent HHW facility to be established. This program is necessary for the proper and safe disposal of household wastes such as paints, thinners, pesticides, cleaners, fertilizers, herbicides, solvents, acids and a variety of other chemicals. Public Comment: N/A EXECUTED DOCUMENT FOLLOWS CITY OF ROUND ROCK AGREEMENT FOR HOUSEHOLD HAZARDOUS WASTE COLLECTION ACTIVITIES/WASTE DISPOSAL SERVICE WITH PHILIP RECLAMATION SERVICES HOUSTON INC (a wholly owned subsidiary of PSC) THE STATE OF TEXAS § CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § That this Agreement for services for Household Hazardous Waste Collection Activities/Waste Disposal Service (referred to herein as the "Agreement") is made and entered into on this the A day of the month of ` k , 200q, by and between the CITY OF ROUND ROCK, TEXAS, a home-rule municipali4 whose offices are located at 221 East Main Street, Round Rock, Texas 78664 (referred to herein as the "City"), and Philip Reclamation Services, Houston, Inc. whose offices are located at (referred to herein as the "Vendor"). This Agreement supersedes and replaces any previous agreement between the named parties,whether oral or written, and whether or not established by custom and practice. RECITALS: WHEREAS, City desires to have Vendor provide services related to Household Hazardous Waste Collection Activities and Waste Disposal; and WHEREAS, City has issued its "Request for Quotations" for City to provide said goods, and City has selected the Quote submitted by Vendor; 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 receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: 1.01 DEFINITIONS A. Agreement means the binding legal contract between City and Vendor setting 1 forth the terms and conditions for the performance of the services by Vendor for City. The Agreement includes the following: (a) City's Request for Quotation designated as RFQ Specification Number 02-2004-2, attached hereto and made a part hereof as Exhibit "A"; (b) Vendor's Response to RFQ consisting of Attachments A and B, attached hereto and made a part hereof as Exhibit "B"; (c) the contract award; and (d) any exhibits, addenda, and/or amendments thereto. Any inconsistencies or conflicts in the contract documents shall be resolved by giving preference in the following order: (1) This Agreement; (2) Vendor's Response to RFQ; (3) City's Request for Quotation, exhibits, and attachments. B. City means the City of Round Rock, Williamson and Travis Counties, Texas. C. Force Majeure means acts of God, strikes, lockouts, 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. D. Services mean the service identified in the RFQ, and any and all materials, equipment and labor required to perform such service. F. Vendor means Philip Reclamation Services, Houston, Inc , or any of its successors, assigns, subsidiaries or affiliates. 2.01 EFFECTIVE DATE,DURATION,AND TERM A. This Agreement shall be effective on the date it has been signed by both parties hereto and approved by the City Council, and shall remain in full force and effect unless and until it expires by operation of the term stated herein, or until terminated or extended as provided herein. B. The Contract Period of this Agreement shall be for twelve months from the Effective Date. Prices shall be firm for the duration of this Agreement, except as provided for herein. This Agreement may be renewed for four (4) additional twelve-month contract periods, provided both parties agree. Should Vendor not desire to renew this Agreement for any additional contract period, Vendor shall provide City with written notice one hundred twenty (120) days prior to expiration of the then current contract period. Should City not desire to renew this Agreement for any additional contract periods, City shall provide Vendor with written notice thirty(30) days prior to expiration of the then current contract period. 2 C. The City reserves the right to review the Vendor's performance at the end of each twelve-month contract period and to cancel all or part of the Agreement (without penalty) or continue the Agreement through the next period. 3.01 TRANSFER OF WASTE AND TITLE Vendor shall inspect, and where desired, sample, the waste collected from City and prepare an inventory form that indicates the contents of each container of waste. Vendor shall be considered the Legal Generator of all waste removed from any site in the City pursuant to this Agreement. Vendor to prepare the Generator's Waste Material Profile Sheet and any required manifests. Vendor shall sign as Generator and shall not delegate this responsibility to any subcontractor. Any storage, transportation or disposal of waste undertaken pursuant to this Agreement shall comply with all applicable local, state or federal regulations and laws. No transporter or disposal facility shall be utilized if said transporter or facility is not in compliance with any permit, rule or regulation of the EPA, U.S. Department of Transportation, the Texas Railroad Commission, the Texas Commission on Environmental Quality or any other regulatory authority or agency. All wastes collected, transported and disposed of shall be in accordance with the terms and schedules set forth in Exhibit B. 4.01 ITEMS AWARDED All quote items on Exhibit`B" are awarded to Vendor. All quantities shown on Exhibits A and B are estimates only and no guarantee of a minimum or maximum purchase is made or implied. 5.01 COSTS Quote costs listed on Exhibit `B" shall be the basis of any charges collected by Vendor. Costs shall be firm for the duration of this Agreement and any optional extension periods. 6.01 INVOICES All invoices shall include, at a minimum,the following information: A. Name and address of Vendor; B. Purchase Order Number; C. Description and quantity of items received; and D. Delivery dates. 3 7.01 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 Vendor a written notice of termination at the end of its then current fiscal year. 8.01 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Vendor will be made 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 of the services, whichever is later. Vendor may charge a late fee of one percent (1%) for payments not made in accordance with this Prompt Payment Policy; however, this Policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Vendor concerning the Services performed which causes 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 any of the parties and subcontractors or between a subcontractor and its suppliers concerning supplies, materials, or equipment delivered or the services performed which 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. 9.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability to Vendor if it is determined by City that gratuities or bribes in the form of entertainment, gifts, or otherwise were offered or given by Vendor or its agents or representatives to any City officer, employee or elected representative with respect to the performance of this Agreement. In addition, Vendor may be subject to penalties stated in Title 8 of the Texas Penal Code. 10.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 4 11.01 ORDERS PLACED WITH ALTERNATE VENDORS If Vendor cannot provide the Services as specified, City reserves the right and option to obtain the Services from another vendor or vendors. 12.01 INSURANCE Vendor shall provide City with an insurance certificate evidencing Vendor's insurance coverage in accordance with Exhibit "C" attached hereto and made a part hereof. Vendor shall provide City with renewal insurance certificates during the entire term of the Agreement and any optional extensions. 13.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Tracy Herring City of Round Rock, Environmental Services Division Round Rock, Texas 78664 512-218-5559,Fax: 512-341-3316 14.01 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. 15.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified Services elsewhere, Vendor agrees that it may be charged the difference in cost, if any, and 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. Vendor shall be declared in default of this Agreement if it does any of the following: A. Fails to fully, timely and faithfully perform any of its material obligations under this Agreement; 5 r r B. Fails to provide adequate assurance of performance under the "Right to Assurance" section herein; or C. Becomes insolvent or seeks relief under the bankruptcy laws of the United States. 16.01 TERMINATION AND SUSPENSION A. Either party has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon thirty (30) days' written notice to the other ply. B. In the event of any default by Vendor, City has the right to terminate this Agreement for cause,upon ten(10) days' written notice to Vendor. C. 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 Vendor, Vendor 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, Vendor shall submit a statement showing in detail the Services satisfactorily performed under this Agreement to the date of termination. City shall then pay Vendor that portion of the charges, if undisputed. The parties agree that Vendor is not entitled to compensation for Services it would have performed under the remaining term of the Agreement except as provided herein. 17.01 INDEMNIFICATION Vendor shall defend (at the option of City), indemnify, and hold City, its successors, assigns, officers, employees and elected officials harmless from and against all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any and all other costs or fees to the extent arising out of, or incident to, concerning or resulting from the negligent or willful acts or omissions of Vendor, or Vendor's agents, employees or subcontractors, in the performance of Vendor's obligations under this Agreement, no matter how, or to whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or Vendor (including, but not limited to the right to seek contribution) against any third party who may be liable for an indemnified claim. 18.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES Vendor, 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. 6 19.01 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. 20.01 NOTICES All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows: 1. 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 Vendor: Philip Services Corporation ATTN: Legal Dept. 5151 San Felipe, Suite 1600 Houston,Texas 77056 AND TO: Philip Reclamation Services ATTN: Mykl Wallrath 4050 Homestead RD Houston, TX 77028 Notice to City: James Nuse, 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 Vendor. 21.01 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. 8 22.01 EXCLUSIVE AGREEMENT This document, and all appended documents, constitutes the entire Agreement between Vendor and City. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing. 23.01 DISPUTE RESOLUTION If a dispute or claim arises under this Agreement, the parties agree to first try to resolve the dispute or claim by appropriate internal means, including referral to each party's senior management. If the parties cannot reach a mutually satisfactory resolution, then and in that event any such dispute or claim will be sought to be resolved with the help of a mutually selected mediator. If the parties cannot agree on a mediator, City and Vendor shall each select a mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than attorney fees, associated with the mediation shall be shared equally by the parties. City and Vendor 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. 24.01 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. 25.01 MISCELLANEOUS PROVISIONS Standard of Care. Vendor 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. Vendor understands and agrees that time is of the essence and that any failure of Vendor to fulfill obligations for each portion of this Agreement within the agreed timeframes will constitute a material breach of this Agreement. Vendor shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Vendor's failure to perform in these circumstances, City may pursue any remedy available without waiver of any of City's additional legal rights or remedies. Force Majeure. Neither City nor Vendor 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 Vendor have executed this Agreement on the dates indicated. CITY OF ROUNQ ROC S ATTEST: By: Nyl yor Christine R. Martinez, Cit Se ret y Date igned: -o? 7-r L/Date Signed: PHILIP RECLAMATION SERVICES,HOUSTON, INC By: Printed Name: Title: Date Signed: ti/ a 3/ C L j CITY OF ROUND ROCK SPECIFICATION NO 02-2004-2 Request for Quotation (RFQ) Feb 2004 HOUSEHOLD HAZARDOUS WASTE COLLECTION PART I GENERAL 1. PURPOSE: The City seeks to establish an agreement with a reliable and qualified Contractor to provide the following services for a Permanent Household Hazardous Waste Collection Facility. THESE SERVICES SHALL INCLUDE: 1.1 Training for City of Round Rock personnel on categorization, segregating, packaging and spill remediation of household hazardous waste (HHW) . 1.2 Containers and packing materials for the transportation of household hazardous waste. 1.3 Transportation and disposal of household hazardous wastes for a permanent HHW facility on scheduled pick up dates. 1.4 The successful contractor shall assume generator status. 2. DEFINITIONS: The following definitions will be used for identified terms throughout the specification and bid document: 2.1. Agreement - A mutually binding legal document obligating the Contractor to furnish the materials, goods, equipment or services, and obligating the City to pay for the same. 2.2. Bidder identified throughout this specification shall describe persons and entities that consider themselves qualified to provide materials, goods, equipment and services. 2.3. City - Identifies the City of Round Rock, Williamson County, Texas. 2.4. Contractor - A person or business enterprise providing goods, equipment, labor and/or services to the City as fulfillment of obligations arising from a solicitation and/or agreement. 2.5. Purchase Order - A mutually binding legal document obligating the Contractor to furnish the goods, equipment or services, and obligating the City to pay for the same. 2.6. Subcontractor - Any person or business enterprise providing goods, equipment, labor, and/or services to a Contractor if such goods, equipment, labor, and/or services are procured or used in fulfillment of the Contractor's obligations arising from a contract with the City. PART II GENERAL CLAUSES AND CONDITIONS 1. PAST PERFORMANCE: All vendors will be evaluated on their past performance and prior dealings with the City to include, but not limited EXHIBIT "An SPECIFICATION 2 NO. 02-2004-2 to, failure to meet specifications, poor quality, poor workmanship, late delivery. 2. ABANDOMEM OR DEFAULT: A Contractor who abandons or defaults the work on the contract and causes the City to purchase the services elsewhere may be charged the difference in cost if any and will not be considered in the re-advertisement of the service and may not be considered in future bids for the same type of work unless the scope of work is significantly changed. 3. COMPLIANCE WITH LAMS: The successful bidder shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any court or administrative bodies or tribunals in any matter affecting the performance of the resulting contract,. including without limitation, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When requested, the Contractor shall furnish the City with satisfactory proof of its compliance. 4. INDEMNITY: Contractor shall indemnify, save harmless and defend the City, its officers, agents, servants, and employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees and any and all other costs or fees incident to the performance of the resulting contract and arising out of a willful or negligent act or omission of the Contractor, its officers, agents, servants and employees. 5. LIENS: Contractor agrees to and shall indemnify and save harmless the City against any and all liens and encumbrances for all labor, goods and services which may be provided under the resulting contract. At the City's request the Contractor or subcontractors shall provide a proper release of all liens or satisfactory evidence of freedom from liens shall be delivered to the City. 6. VENUE: Both the City and the Contractor agree that venue for any litigation arising from a resulting contract shall lie in Williamson County. 7. INDEPENDENT CONTRACTOR: It is understood and agreed that the Contractor shall not be considered an employee of the City. The Contractor shall not be within protection or coverage of the City's Worker' Compensation insurance, Health Insurance, Liability Insurance or any other insurance that the City from time to time may have in force and effect. 8. INVOICING: Contractor shall submit one original and one copy of each invoice on a monthly basis to the following address: City of Round Rock Environmental Services 2008 Enterprise Drive Round Rock, TX78664-5299 9. PROMPT PAYMENT POLICY: Payments will be made within thirty days after the city receives the supplies, materials, equipment, or the day on which the performance of services was completed or the day on which the City receives a correct invoice for the supplies, materials, equipment SPECIFICATION 3 NO. 02-2004-2 or services, whichever is later. The Contractor may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply to payments made by the City in the event: 9.1. There is a bona fide dispute between the City and Contractor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 9.2. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or 9.3. The is a bona fide dispute between the Contractor and a subcontractor or between a subcontractor and its suppliers concerning supplies, material, or equipment delivered or the services performed which caused the payment to be late; or 9.4. The invoice is not mailed to the City in strict accordance with instructions, if any, on the purchase order or contract or other such contractual agreement. 10. OVERCHARGES: Contractor hereby assigns to purchaser any and all claims for overcharges associated with this contract which arise under the antitrust laws of the Untied States, 15 USGA Section 1 et sec ., and which arise under the antitrust laws of the State of Texas, Bus. and Com. Code, Section 15.01, et sea. PART III SPECIFICATION SPECIAL PROVISIONS 1.0 Bidder Requirements: The successful bidder shall: 1.1 Have been directly responsible for the performance of at least two (2) household hazardous waste collection events or two (2) hazardous waste collections involving direct contact with the general public who are not hazardous waste generators as defined in 40 CFR. 1.2 Comply with all federal, state and local regulations concerning hazardous waste operations. No transporter or disposal facility shall be utilized if said transporter or facility is not in compliance with any permit, rule or regulation of the U.S. Environmental Protection Agency (USEPA) , the Texas Commission of Environmental Quality(TCEQ) , the Texas Railroad Commission (RRC) , the U.S. and Texas Departments Of Transportation (DOT) , or any other regulatory authority or agency. This requirement applies to all subcontractor utilized in the performance of this service. 1.3 Not be in default nor currently past due on any debt owed to the City of Round Rock. 1.4 Divulge any and all environmental violations for which it was cited during the last five calendar years. Provide this information as an attachment to the official bid. SPECIFICATION 4 NO. 02-2004-2 1.5 Submit a list of all subcontractors to be utilized in the performance of this service. 1.6 Obtain and maintain during the term of the Contract and subsequent amendments, at no additional charge to the City of Round Rock, all licenses, permits, authorizations, or any documents required by federal, state, county and municipal governments and other authorities so that the PERFORMING PARTY may conduct the work necessary to fulfill the requirements of the Contract. 1.7 Complete an inventory form that indicates the contents of each lab pack and the contents of the bulk packs transferred from the collection site to authorized storage, treatment or disposal facilities. Within seven (7) days following the scheduled pick up dates one legible copy of each form shall be submitted to the City of Round Rock's Project Representative under this Contract and shall be attached hereto and incorporated herein as Exhibit C to this Contract. 1.8 Establish and implement a procedure according to regulations contained in 40 CFR 262,11 to identify unknown or partially identified wastes. This procedure .shall at a minimum consist of the following: (1) Open and sample containers holding unknown or partially identified wastes. (2) Identify the wastes at the collection site or elsewhere in sufficient detail to permit safe transportation in accordance with applicable regulations. (3) Identify the wastes at the collection site or elsewhere in sufficient detail to permit proper disposal 1.9 PERFORMING PARTY shall train City of Round Rock personnel to properly categorize, segregate and package wastes to ensure the material meets applicable requirements for the transportation of wastes. Spill remediation training will also be provided by the PERFORMING PARTY. It shall also be the duty of the PERFORMING PARTY to prepare the Generator's Waste Material Profile Sheet and any required manifests. These documents shall be complete and shall contain the necessary and appropriate signatures. The PERFORMING PARTY shall sign as "generator" and the PERFORMING PARTY or its subcontractor shall sign as "transporter" of the waste. The. PERFORMING PARTY shall be considered the Legal Generator of all waste removed form the site pursuant to this Contract. The PERFORMING PARTY shall not delegate this responsibility to any subcontractor. Being considered legal generator of waste removed form the site includes, but is not limited to, the PERFORMING PARTY: (1) being listed as the legal generator on block 3 of the Uniform Hazardous Waste Manifest for such wastes which are subject to manifesting under state or federal law. (2) signing block 16 (Generator Certification) of the.Hazardous Waste Manifest, where applicable, for any class waste transported from the site, certifying proper classification, packaging, labeling and shipping of the waste; and, (3) signing the TCEQ-0757 form as the generator/representative for the PERFORMING PARTY as the generator when the use of that form is required by law. SPECIFICATION 5 NO. 02-2004-2 Any storage, transportation or disposal of hazardous or nonhazardous waste undertaken by the PERFORMING PARTY or subcontractors under this Agreement shall comply with all applicable local, state or federal regulations and law. No transporter or disposal facility shall be utilized if said transporter or facility is not in compliance with any permit, rule or regulation of the EPA, US Department of Transportation, the Texas Railroad Commission, the TCEQ or any other regulatory authority or agency. 1.10 .The PERFORMING PARTY shall store wastes at its storage facility, the PERFORMING PARTY shall store the wastes in compliance with the requirements of the hazardous waste rules, 30 Texas Administrative Code Chapter 335,. and local fire codes and ordinances. The PERFORMING PARTY shall continue to store the wastes at the storage facility, in accordance with these requirements, until authorized to ship the wastes from the facility. 1.11 The PERFORMING PARTY shall treat or stabilize wastes, or perform laboratory analyses on unidentified or partially identified wastes, the PERFORMING PARTY shall treat, stabilize and analyze the waste in compliance with the requirements of the hazardous waste rules, Title 30 Texas Administrative Code Chapter 335. 1.13 Make and implement all arrangements needed for the proper disposal of the wastes received during the scheduled pick up dates subject to the provision in the last sentence of this paragraph. The disposition of the wastes collected shall be by direct transportation from the collection site to a licensed TSD (Transportation, Storage and Disposal) facility authorized under the Resource Conservation and Recovery Act (RCRA) , subject to approval by to the City of Round Rock's Project Representative. In addition, said disposal facility shall be free of any pending enforcement or compliance proceedings with the EPA, TCEQ, or other local and state regulatory agencies. If the wastes will be disposed of outside of the State of Texas, the PERFORMING PARTY shall indicate these facilities on Exhibit E to this Contract in accordance with Attachment B to this Contract (relating to Schedule of Deliverables) , Any facilities listed in Exhibit E of this Contract by the PERFORMING PARTY are subject to approval by to the City of Round Rock. Wastes that cannot be incinerated will be authorized for disposal at a permitted hazardous waste landfill. All wastes collected under the terms of this Contract shall ultimately disposed of on or before the date referred to in Attachment B to this contract (relating to Schedule of Deliverables) . The EPA and TCEQ Identification Numbers for the collection activities shall be submitted in accordance with Attachment B to this Contract (relating to Schedule of Deliverables), and shall be attached hereto and incorporated herein as Exhibit F. These numbers will be used to identify and treat collected wastes. 1.14 Supply spill control materials and employees trained to initiate immediate corrective action in the case of a spill or release associated with the scheduled HHW pick up dates. . The preparedness shall include the management and recovery of any unplanned spill or release of wastes into the environment. These trained employees SPECIFICATION 6 NO. 02-2004-2 shall also serve as chemists and/or technicians are referenced in Attachment A. Documentation of training must be submitted in accordance with Attachment B to this contract (relating to Schedule of Deliverables) . 2.0 Scope of Services - General 2.1 The City of Round Rock will be operating a Household Hazardous Waste Collection Facility beginning in May 2004. 2.2 All collection events will be held at the City of Round Rock Recycling Center located at 310 Deepwood Drive in Round Rock, Texas. 2.3 Not accept any nonconforming wastes during the scheduled pick up dates. Nonconforming wastes are listed in Exhibit D attached hereto and incorporated herein by reference. 3.0 Scope of Services - Specific The Performing Party shall provide the following: (a) Training to City of Round Rock personnel (up to 5 staff members) in proper categorization, segregation and packaging techniques for Household Hazardous Waste Collection activities. (b) Spill remediation procedures in reference to HHW. (c) Adequate number of collection containers and required labels for the City of Round Rock to package HHW and to bulk latex and aerosol spray paint. (d) Drums and collection containers to be delivered as specified in Attachment B( Schedule of Deliverables) . (e) Assume generator status of HHW picked up from the City of Round Rock HHW facility. (f) Transportation of containers of HHW to a licensed TSD facility. (g) Disposal of HHW. City of Round Rock shall: (a) Conduct HHW collections independent of Contractor. (b) Categorize, segregate and package HHW. (c) Contact contractor when disposal is necessary. For scheduled HHW Pick Up Dates The Performing Party .shall provide the following: (a)Adequate number of personnel on scheduled HHW pickup days ( disposal chemists and/or technicians) who must have completed, at a minimum, 40- hour hazardous materials certification training and physically SPECIFICATION 7 NO. 02-2004-2 `worked on three (3) chemical waste collection jobs (with references) , to perform all segregation, inventorying, packaging bulking, manifesting and transportation activities for the collected wastes. Documentation and references for all personnel must be submitted in accordance with Attachment B to this RFQ (relation to Schedule of Deliverables) , and shall be attached hereto and incorporated herein as Exhibit B. (b) Project Representative, as indicated in Attachment D, Article 18 of this Contract (relating to Project Representatives) . The Project Representative shall review proposed collection site procedures, shall attend meetings which will take place following award of this Contract and prior to the collection date, and shall oversee the operations being conducted by the PERFORMING PARTY and any of its subcontractors. (c) All equipment necessary to properly unload, handle, weigh, identify unknowns or partially identified wastes, properly package, label, and transport all collected wastes. (d) All personal protective equipment required by all local, state and federal regulations for hazardous waste operations. (e) Shall pick up for transport and disposal all HHW collected by the City of Round Rock. City of Round Rock shall provide: (a) John Deere skid loader with fork lift attachment. 3.1 The HHW collection facility will serve approximately 73,000 persons. Participation is expected to serve 800 to 1000 households annually. It is estimated that six (6) tons of (prepackaged waste weight) hazardous waste will be collected annually. All bids shall be based on this anticipated total tonnage of waste as calculated using prepackaged waste weight. 3.3 The scheduled pick up dates will be determined as the amount of waste for disposal accumulates. The City of Round Rock will notify a minimum of seven to ten working days prior to pick up. 3.4 The City of Round Rock will sort out all nonhazardous waste, automotive products, latex paint, batteries, reusable pesticides, herbicides and other material received during the collection events. 3.5 The City or Round Rock shall accept only residential quantities HHW from participants. 3.6 The City of Round Rock shall not accept nonconforming wastes during collection activities. Nonconforming wastes are listed in Exhibit D attached hereto and incorporated herein by reference. 4.0 Costs 4.1 All prices shall include: hazardous waste training, waste analyses, packaging, transportation, storage, disposal, required reporting, labor, per diem, travel and all necessary equipment, supplies, and services. SPECIFICATION 8 NO. 02-2004-2 4.2 Per ton disposal costs shall be based on prepackaged waste weight. These costs shall be all inclusive (packaging, containers, transport, disposal identification. 4.3 Unit prices must be submitted for all required equipment and services listed below. The City of Round Rock's Project Representative may require increases or decreases in the quantities of items designated with (*) during the collection program. See attachment A. 5.0 Additional Information 5.1 The City of Round Rock prefers that deep well injection not be utilized as a method of disposal for any wastes collected at this event. 6.0 The following items shall be submitted with the Bid Proposal on or before Friday, February 27, 2004: 6.1 Attachment A Bid Tab 6.2 Attachment B Schedule of Deliverables 6.3 Exhibit A Disposal Chemist. Documentation 6.4 Exhibit B Technicians Documentation 6.5 Exhibit D Nonconforming Wastes 6.6 Exhibit E Commercial Hazardous and Solid Waste Management Facilities Outside the State of Texas 6.7 Exhibit G Comptroller of Public Account; Certificate of Good Standing 6.8 Exhibit J List of Subcontractors 6.9 Exhibit K Proof of Insurance 6.10 Exhibit L Project Representatives The bid packet should be sent to: Tracy Herring City of Round Rock Environmental Services 2008 Enterprise Drive Round Rock, TX 78664 Direct questions to 512) 218-5559 tracyh@round-rock.tx.us These Special Provisions, the attached form, Attachments A-B, and Exhibits A-L are incorporated herein, and shall be a part of any contract resulting from this specification. SPECIFICATION 9 NO. 02-2004-2 The City of Round Rock reserves the right to cancel the collection activities if all bids received exceed the City of Round Rock budget for this program. PART V AMUMdENT TERMS AND CONDITIONS 1.0 AGREEMENT: The agreement resulting from this RFQ shall be for one twelve-month period from the date of award with the option thereafter to extend four additional twelve-month periods. Prices shall be firm for the duration of the contract and extension periods, except as otherwise provided for herein. 2.0 ORDER QUANTITY: The quantities shown on the RFQ are estimates only. No guarantee of any minimum or maximum purchase is made or implied. The .City will only order the amount needed to satisfy operating requirements, which may be more or less than indicated. 3.0 PRICE ADJUSTMENT: The City may permit "unit price" adjustments upward, only as a result of a cost increase is justified. Any price increase shall be requested by the contractor in writing and accompanied with the appropriate documentation to justify the increase. The Contractor may offer price decreases at any time. 4.0 CANCELLATION:. Either party may cancel the contract, without penalty, by providing 30 days prior written notice to the other party. Termination shall not relieve the Contractor of any obligation or liability that has occurred prior to cancellation. NOTE: This contract is subject to cancellation, without penalty, at any time the City deems the Contractor to be non-compliant with contractual obligations. 4.1 The contract may be canceled if three major complaints of substandard performance are received in the same month from the same division/department. The City retains the right to determine what constitutes a major complaint. 5.0 NON-APPROPRIATION: The contract resulting from any quote using these specifications is a commitment of the City's current revenues only. It is understood and agreed that the City has the right to terminate this contract at the end of any City fiscal year, if the governing body of the City does not appropriate funds sufficient to purchase the estimated yearly service, as determined by the City's budget for the fiscal year in question. The City may effect such termination by giving Vendor a written notice of termination end of its then current fiscal year. 6.0 CONTRACT ADMINISTRATOR: All work performed under this contract will be supervised and verified by the City's designee noted below. Tracy Herring at 512-218-5559 PART VI. ATTACIRENTS 1.0 Attachments A and B 2.0 Exhibits A-L Attachment A Quote Tab 1 7FWrntable Liquid lab pack„,Z 3 55 gal $ 5 $ 2 mable liquid Poison lab pacik,,.z355 gal $ 12 $3 sive Liquid Acid lab pads,,�•3 30 gal $ 3 $ 4 Caustic Aiicaline Liquid lab pads 30 gal $ 2 $ 5 Poison Solid lab pack,,.z3 55 gal $ 4 $ 6 Sodium Hydroxide lab pack•,2 3 30 gal $ 1 $ 7 Oil based paint in cans"" yd 3 box $ 20 $ 8 Latex paint bulloed in 55 gallon drums`'A3 55 gal $ 8 $ 9 Aerosol Spray Paint(liquid only) 55 gal $ 1 $ 10 Aerosol Cans lab pack.,zs 55 gal $ 3 $ 11 Mercury debris lab pack” 3 5 gal $ 2 $ 12 10xidlizers" 3 30 gal 1$ 5 $ "* Above Prices are to include all waste transportation,identifaiciton,disposal,packaging charges 13 John Deere skid loader with Provided by city of Round Rock $0 fork lift attachment, drum dolle 14 Hazardous Materials Training for City staff per Person $ 5 $ (Categorkation,segregation and packaging of HHW) 15 Number of Field Personnel $ $ Per Pick Up Event per Hour $ $ $ $ $ • Denotes Items where actual quantities may vary move or below bid quantity In the event that the estimated prepackaged waste weight is surpassed at the collection event,the additional waste weight exceeding the estimated waste weight shall be btiled for the following only:per mile waste transportation charge,tort/day waste storage charge, per ton waste Incineration a ndlor landfilling charge,and Wchnician and disposal chemist labor charges per hour. 2 Unit price for transportation Is needed In the event that free storage or disposal is secured by City of Round Rock.Transportation unit costs will be used to determine transportation casts owed to the Performing Party for transportation to a third party storage or disposal facility. 3 The waste InClnefabon and waste landfilling per ton casts shall include all material necessary for the proper padkaging and transport of all wastes collected. Vendor Signature Date page,of ATTACHMENT B SCHEDULE OF DELIVERABLES DATE ITEM Due by March 5,2004 Attachment A -Bid Tab Attachment B-Schedule of Deliverables To Be Exhibit A-Disposal Chemists'Documentation Submitted Exhibit B-Technicians'Documentation with Quote Exhibit E-Waste facilities outside of Texas To Be Exhibit G-Certificate of Good Standing Submitted Exhibit J-List of all subcontractors with Quote Exhibit K-Proof of Insurance Exhibit L-Project Representatives Exhibit L-Project Representatives On or before Provide necessary training to up to 5 City of Round Rock staff members on the April 23,2004 proper categorization,segregating and packaging of HHW. On or before May 1,2004 Provide necessary collection containers for HHW collection activities (This will include 8 open head drums with 2"bungs for paint bulking) On or before May 1,2004 Submit EPA and TCEQ Hazardous Waste Site ID Numbers in accordance Exhibit F On or before May 1,2004 Operational Plan for the collection site in accordance with Exhibit I Dates to be determined Conduct transport and disposal service on scheduled HHW Pick Up dates (Pick up dates will occur quarterly with dates to be determined) Drop of additional containers/supplies for proper categorization, segregation and packaging of HHW Within 14 days of Claims Release documentation with exhibit H. Scheduled HHW Pick Copies of Inventory/Packing Forms/Waste Manifests and HHW Data Information Up Date with Exhibit C. Final disposal of all wastes shall be completed and invoice for payment mailed. Performing Party Signature Date Attachment B Page 1 TABLE OF EXHIBITS Exhibit A Disposal Chemists'Documentation(Must be submitted with the RFQ) Exhibit B Technicians'Documentation(Must be submitted with the RFS Exhibit C Inventory/Packing Forms/Hazardous Waste Manifests Exhibit D Nonconforming Wastes(Provided by City of Round Rock) Exhibit E Commercial Hazardous and Solid Waste Management Facilities Outside the State of Texas(Must be submitted with the RFQ Exhibit F EPA and TNRCC Identification Numbers Exhibit G Comptroller of Public Accounts;Certificate of Good Standing(Must be submitted with the RFI Exhibit H Release of All Claims Exhibit I Operational Phan for the Event(include Health and Safety Plan) Exhibit I List of Subcontractors(Must be submitted with the RFS Exhibit K Proof of Insurance(Must be submitted with the RFS Exhibit L Project Representatives(Must be submitted with the RFQ) EXHIBIT A DISPOSAL CHEMISTS' DOCUMENTATION (to be provided by the PERFORMING PARTS Vendor Signature Date EXHIBIT B TECHNICIANS' DOCUMENTATION (to be provided by the PERFORMING PART Vendor Signature Date EXHIBIT C INVENTORY/PACKING FORMS (to be provided by the PERFORMING PARTS Vendor Signature Date EXHIBIT D NONCONFORMING WASTES The following products and wastes shall not be accepted at the collection event. 1. Explosive or potentially shock sensitive materials. 2. Herbicides containing 2,4,5-T and Silvex 3. Fertilizers and Nutrients that are neither hazardous nor contain pesticide admixtures. 4. Products containing Pentachlorophenol. 5. Biological,etiologic,infectious materials and medical wastes. 6. Radioactive materials. 7. Any other wastes which the Project Representatives deem unacceptable. City of Round Rock Date EXHIBIT E Commercial Hazardous Waste and Solid Waste Management Facilities Outside the State of Texas (to be provided by the PERFORMING PARTY) Vendor Signature Date EXHIBIT F EPA AND TNRCC IDENTIFICATION NUMBERS (to be provided by the PERFORMING PARTY) Vendor Signature Date EXIT J LIST OF SUBCONTRACTORS (to be provided by the PERFORMING PART Vendor Signature Date EXHIBIT K PROOF OF INSURANCE (to be provided by the PERFORMING PARTY) Vendor Signature Date E?SIT L PROJECT REPRESENTATIVES (to be provided by the PERFORMING PARTY) Vendor Signature Date Exhibit L DESIGNATION OF PROJECT REPRESENTATIVES AND LOCATIONS FOR RECORD ACCESS AND REVIEW (a) The City of Round Rock hereby designates the individual named below as the person authorized to give direction to the CONTRACTOR as a Project Representative of the City of Round Rods: Tracy L.Herring City of Round Rock 2008 Enterprise Drive Round Rock,TX 78664 Telephone No. (512)218-5559 Fax No. (512)341-3316 Email tracyh@round-rock.tx us (b) The CONTRACTOR hereby designates the individual named below as the person authorized to receive direction from the City of Round Rock,to manage the work being performed,and to act on behalf of the CONTRACTOR as a Project Representative: (c) The CONTRACTOR designates the following location for record access and review pursuant to Article 17 of the Contract or any other applicable provision: EXHIBIT ..B.. Quote Tab 71F=liquid lab pack•'�' 55 gal $185.00 5 $ 925.00 mmable liquid Prison lab pack•'�' 55 gal $185.00 12 $2220.00 3 Corrosive Liquid Acid lab pads 30 gal $145.00 3 1$435.00 4 Caustic Maine liquid lab pack 30 gal $145.00 2 $ 290.0 0 5 Poison Solid lab pack•'" 55 gal $185.00 4 $740.00 6 Sodom Hydroxa&.lab pack 30 gal $145.00 1 $145.00 7 of based paint in cans"A3 rd'bm( 1$370.00 20 $7400-00 8 latex Paint bugoed in 55 gallon drurns`'�' 55 gal $90.00 8 $720.00 9 Aerosol Paint Oquid oW 550 $ 90.00 1 $90.00 10 Aerosd Cans lab pads•'�' 55 gal $ 210.0 0 3 $630.00 "a* 11 Mercury debris lab pads ' 5 gat $ 2 $ 12 OA&MM 30 gal $ .00 5 1$1075.00 Above Prices are to include all waste transportation,identifaiciton j disposal, ckaging charges i John Deere skid loader with ProvidedRom ml by City of Rod Roar $0 fork liftattachment,drum dolle 14 Hazardous Materials Training for City slat[ per Person $ 5 $ (�. 4pa*v M 215.00 1075.00 Lj 15 Number of Flea PersonrW 2 $ 80.00' 1 $ 80.00* Per Pickup Event 1 chemist/1 tech) pa Hour $ $ $ 16, 145.00 Denotes items where aduat qurardies may vary above or below bid quantity ' M Yue event Mat the estimated prepacanged waste weight is surpassed at Yee c-11- n event,the adddionar waste weft aceedng the estimated waste weight shah be biped for the Mowing only:Per mpe waste transportation duarge,tonlday waste storage dorge, per ton waste incineration uxft UndfdGng charge,and tedv klan and disposal cimnist tabor dnarges per hoax. 2 Unit price for transportation is needed in the event that free storage a do q,- is secured by City of Round Rode Transportation unit costs wip be used to deter**transportation costs owed to the Performing Party for transportation to a tl*d party storage or disposal may. The waste incineration and waste landrrpi V per ton Costs shah inckWe d material necessary for the proper packaging and transport of al wastes cokcted. Vendor Signature Date nW 1 d 1 EXHIBIT C 1. INSURANCE: The Vendor shall procure and maintain at its sole cost and expense for the duration of the Agreement or purchase order resulting from a response to this Invitation to Bid/Specification insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work as a result of this bid by the successful bidder, its agents, representatives, volunteers, employees or subcontractors. 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City 1.3.5. Policies shall include,but not be limited to,the following minimum limits: 1.3.5.1.Minimum Bodily Injury Limits of$300,000.00 per occurrence. 1.3.5.2.Property Damage Insurance with minimum limits of$50,000.00 for each occurrence. 1.3.5.3.Automobile Liability Insurance for all owned, non-owned, and hired vehicles with minimum limits for: 1.3.5.3.1. Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and 1.3.5.3.2. Property Damage Minimum limits of$50,000.00 for each occurrence. 1.3.5.4.Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.3.6. Coverage shall be maintained for two years minimum after the tennination of the Agreement. 1.4. The City shall be entitled, upon request and without expense, to receive copies of insurance policies and all endorsements thereto and may make reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the requirements of the bid specification and the insurance endorsements stated below. 1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following provisions: 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insured's, (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days notice to the City of cancellation, non-renewal, or material changes 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1.That the insurance company or agentibroker shall endeavor to notify the City; and, 1.5.4.2.Failure to do so shall impose no obligation of liability of any kind upon the company, its agents,or representatives. 1.5.5. Provide for notice to the City at the addresses listed below by registered mail: 1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of this Agreement concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall notify the City in the event of any change in coverage and shall give such notices not less than thirty days prior notice to the change, which notice shall be accomplished by a replacement Certificate of Insurance. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City Attorney City of Round Rock City of Round Rock 221 East Main Street 309 East Main Street Round Rock,TX 78664-5299 Round Rock,TX 78664 1.6. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Vendor shall not relieve the Vendor of full responsibility or liability for damages and accidents as set forth in these requirements. Neither shall bankruptcy, insolvency, or denial of liability by the insurance company relieve the Vendor from liability. 1.7. If the Vendor employs, contracts with or otherwise permits any other individual or entity to perform any of the obligations of the Vendor, then any and all of these individual or entities shall be bound by the same insurance requirements as the successful bidder. 2. WORKERS COMPENSATION INSURANCE: Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self-insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.2. Duration of the project - includes the time from the beginning of the work on the project until the Vendor's/person's work on the project has been completed and accepted by the City. 2.3. Persons providing services on the project ("subcontractor") in Section 406.096 includes all persons or entities performing all or part of the services the Vendor has undertaken to perform on the project, regardless of whether that person contracted directly with the Vendor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services"does not include activities unrelated to the project, such as food/beverage vendors,office supply deliveries,and delivery of portable toilets. 2.4. The Vendor shall provide coverage,based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Vendor providing services on the project, for the duration of the project. 2.5. The Vendor must provide a certificate of coverage to the City prior to being awarded the Agreement. 2.6. If the coverage period shown on the Vendor's current certificate of coverage ends during the duration of the project, the Vendor must, prior to the end of the coverage period, file a new certificate of coverage with the City showing that coverage has been extended. 2.7. The Vendor shall obtain from each person providing services on a project, and provide to the City: 2.7.1. A certificate of coverage, prior to that person beginning work on the project, so the City will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2.7.2. No later than seven calendar days after receipt by the Vendor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.8. The Vendor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. 2.9. The Vendor shall notify the City in writing by certified mail or personal delivery, within 10 calendar days after the Vendor knew or shall have known, or any change that materially affects the provision of coverage of any person providing services on the project. 2.10. The Vendor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.11. The Vendor shall contractually require each person with whom it contracts to provide services on a project,to: 2.11.1. Provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.11.2. Provide to the Vendor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project, for the duration of the project; 2.11.3. Provide the Vendor,prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.11.4. Obtain from each other person with whom it contracts, and provide to the Vendor: 2.11.5. A certificate of coverage, prior to the other person beginning work on the project; and 2.11.6. A new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project 2.11.7. Retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 2.11.8. Notify the City in writing by certified mail or personal delivery, within 10 calendar days after the person knew or shall have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 2.11.9. Contractually require each person with whom it contracts, to perform as required by paragraphs (A through G), with the certificates of coverage to be provided to the person for whom they are providing services. 2.12. By signing the solicitation associated with this specification,or providing,or causing to be provided a certificate of coverage, the Vendor is representing to the City that all employees of the Vendor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project,that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the Commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the Vendor to administrative penalties, criminal penalties,civil penalties, or other civil actions. 2.13. The Vendor's failure to comply with any of these provisions is a breach of contract by the Vendor that entitles the City to declare the Agreement void if the Vendor does not remedy the breach within ten calendar days after receipt of notice of breach from the owner.