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HomeMy WebLinkAboutContracts & Agreements_69-2018AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES This agreement for the provision of processing of organics/food waste ("Agreement") is made and entered in this 1 st day of May, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and Burrtec Waste Industries Inc ("Contractor") City and Contractor are sometimes individually referred to herein as a "Party" and, together, as "Parties " In consideration of the mutual promises contained herein, City and Contractor agree as follows ARTICLE I — ENGAGEMENT OF CONTRACTOR 1 I City hereby engages Contractor to provide processing of organics/food waste services for the City (the "Services") 12 The Services shall be performed by Contractor in a professional manner, and Contractor represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional Contractors in the industry providing like and similar types of Services ARTICLE 2 — SERVICES OF CONTRACTOR 21 The Services that Contractor shall perform are more particularly described in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference 22 Contractor shall comply with applicable federal, state and local laws and regulations in the performance of this agreement including, but not limited to State prevailing wage laws ARTICLE 3 — RESPONSIBILITIES OF CITY 3 1 City shall make available to Contractor information in its possession that may assist Contractor in performing the Services 32 City designates Chris Boatman, City's Quality of Life Department Director, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services ARTICLE 4 — PERFORMANCE OF SERVICES 41 Contractor shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference The Services shall commence within ten (10) days of the Effective Date of this Agreement 42 The term of the Agreement shall be for a period of one (1) yeai from the Effective Date of this Agreement (the "Initial Term") The City shall have the option to extend the Initial 11ca1djm\Agreements%Burrtec Waste Industnes, Inc.doex Term of this Agreement by two (2) one-year additional terms (each, an "Extended Term"), on the salve terms and conditions, by providing written notice to Contractor at least thirty (30) days prior to the expiration of the Initial Term or any Extended Term The Initial Term and the Extended Terms are hereby collectively, referred to herein as the "Term" of this Agreement ARTICLE 5 — PAYMENTS TO CONTRACTOR 5 1 The compensation for Contractor's performance of the Services shall be In an amount not to exceed One Hundred Fifteen Thousand One Hundred Twenty Six Dollars and Seventy Cents ($115,126 70) for the Initial Term and for each Renewal Term, if any, with the total amount of compensation payable to Contractor under this Agreement being an amount not to exceed Three Hundred Forty Five Thousand Three Hundred Eighty Dollars and Ten Cents ($345,380 10) City shall pay Contractor on a time and materials basis in accordance with the rates and the unit prices shown in Exhibit "B" 52 Contractor shall submit monthly invoices to City describing the Services performed during the preceding month Contractor's invoices shall include a brief description of the Services performed, the dates the Services were performed, and the number of hours spent and by whom, related to the Services City shall pay Contractor no later than thirty (30) days after receipt and approval by City of Contractor's invoice 54 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered (I) on the date of delivery in person, (ii) five (5) days after deposit in first class registered mail, with return receipt requested, (in) on the actual delivery date if deposited with an overnight courier, or (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail, in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section Cttv Chris Boatman Quality of Life Director City of Redlands 35 Capon Street, Suite 222 P O Box 3005 (mailing) Redlands, CA 92373 Contractor Tom Vogt Vice President of Operations Burrtec Waste Industries Inc 13373 Napa Street 9890 Cherry Avenue (mailing) Fontana, CA 92335 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 61 Insurance required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services Consultant shall not perform any Services unless and until the required insurance listed below is obtained by Consultant Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services Insurance policies shall include a provision 2 IAcaldjmlAgreementslBurrtec Waste Industries Ine.doex prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City A Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Consultant is self-insured or exempt from the workers' compensation laws of the State of California Consultant shall execute and provide City with Exhibit "C" entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to perfonnance of the Services B Comprehensive General Liability insurance with carriers acceptable to City Minimum coverage of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate for public liability, property damage and personal injury is required City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City C Business Auto Liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability This coverage shall include all Consultant owned vehicles used in connection with Consultant's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City 62 Consultant shall defend, indemnify and hold harmless City and its elected officials, employees and agents from and against any and all claims, losses or liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services ARTICLE 7 — CONFLICTS OF INTEREST 71 Contractor covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by the performance of Contractor's Services Contractor further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement 72 Contractor agrees it is not a designated employee within the meaning of the Political Reform Act because Contractor 3 I lcaldlm`Agreements\Burrtec Waste Industries ]nc.doex A Does not make a governmental decision whether to (i) approve a rate, rule or regulation, or adopt or enforce a City law, (ii) Issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization of entitlement, (in) authorize City to enter into, modify or renew a contract, (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract, (v) grant City approval to a plan, design, report, study or similar item, (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof B Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302 73 In the event City officially determines that Contractor must disclose its financial interests, Contractor shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk ARTICLE 8 — GENERAL CONSIDERATIONS 8 I In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in- house counsel by a Party 82 Contractor shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement 83 Records, drawings, designs, cost estimates, electronic data files, databases and any other documents developed by Contractor in connection with its performance of the Services, and any copyright interest in such documents, shall become the property of City and shall be delivered to City upon completion of the Services, or upon the request of City Any reuse of such documents, and any use of incomplete documents, shall be at City's sole risk 84 Contractor is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor Neither City nor of its agents shall have control over the conduct of Contractor or Contractor's employees, except as herein set forth Contractor shall supply all necessary tools and instrumentalities required to perform the Services Assigned personnel employed by Contractor are for its account only, and in no event shall Contractor or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City Contractor shall have no 4 11calditn\Agreements\Burtec Waste Industries Inc.docx authority, express or Implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Contractor have any authority, express or Implied, to bind City to any obligation 85 Unless earlier terminated as provided for below, this Agreement shall terminate upon completion and acceptance of the Services by City, provided, however, this Agreement may be terminated by City, in its sole discretion, by providing not Iess than ten (10) days prior written notice to Contractor of City's intent to terminate If this Agreement is terminated by City, an adjustment to Contractor's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Contractor at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Contractor Upon receipt of a termination notice, Contractor shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, drawings, specifications, reports, summaries and such other information and materials as may have been accumulated by Contractor in performing the Services Contractor shall be compensated on a pro -rata basis for Services completed up to the date of termination 86 Contractor shall maintain books, Iedgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor pursuant to this Agreement Such books shall be available at reasonable tines for examination by City at the office of Contractor 87 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Contractor 88 This Agreement shall be governed by and construed in accordance with the laws of the State of California 89 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement 11ca\dim\Agreements\Burrtec Waste IndustrEes, ine.docx IN WITNESS WHEREOF, duly authorized representatives of City and Contractor have signed in confirmation of this Agreement CITY OF REDLANDS ATTEST q"gAer! �� ne Donaldson, City Clerk I-\ca\djmlAgreementslBurrtec Waste Industries, Inc,doex BURRTEC WASTE INDUSTRIES INC By racy Sweeney, Chief rating Ofd er/ Ice President EXHIBIT "A" Scope of Services The performance of the Contractor's services and all activities related to the Contractor must guarantee that the selected Contractor's provision of service shall be in full compliance with all applicable federal, state, county and local laws, rules, regulations, orders and/or directives The compost facility must be in full compliance with all applicable local, county, state and federal regulations and is permitted by the State of California and other regulatory agencies to accept all materials listed in this RFB The Contractor shall complete the following as part of the scope of services Organics/Food Waste 1 Contractor shall provide tonnage weight reports to the City of Redlands, as requested 2 Contractor shall process, compost and recover all materials collected 3 Contractor shall ensure that the compost facility meets all the federal, state, county and local regulations and provide proof to the City of Redlands that the facility meets such regulations on an annual basis 4 Contractor and the City of Redlands will establish a percentage of residuals per load that are acceptable by both parties prior to issuing a residual disposal fee to the City of Redlands 5 Contractor must guarantee that food waste and organic waste will not be landfilled 6 Organics/Food Waste will be delivered by the City of Redlands or its designee at a location mutually acceptable to both the Contractor and the City of Redlands 7 The City of Redlands or its designee will deliver organics/food waste to the Contractor in refuse collection trucks 8 Contractor must provide monthly tonnage weight ticket/reports of each individual truck load delivered to the Contractor on a daily basis 9 Contractor shall process, compost and recover all Organics/Food Waste collected 10 Contractor shall process and recover all Residuals collected 11 Contractor shall provide documentation that any residuals from processing are properly and legally disposed of Residuals tonnage weight reports may be required by the City of Redlands from the Contractor 7 I-1ca\djmlAgreements\Burrtee Waste Industries Inc.docx Reporting and Accounting Organics/Food Waste 1 Contractor shall provide the City of Redlands with a detailed report of all organics/food waste delivered to Contractor's designated facility Report shall include truck number, truck gross weight, tare weight, itemized weigh ticket and date, material type, and net tonnage for each load delivered to Contractor facility 2 Contractor shall include a report of all residuals tonnages associated with organics/food waste loads and location where residuals were disposed 3 Contractor shall submit prior month's reports to the City of Redlands within 7 days of the close of each month 4 An itemized invoice containing all charges to the City of Redlands for materials used (if applicable), cost per ton, and total tonnages for each load of organics/food waste delivered to Contractor's facility 5 An annual report must be submitted to the City of Redlands containing material type and total tonnages collected monthly, and total costs monthly 6 Annual reports shall be submitted July 1 st of each calendar year I kcakdjrn\AgreementslBurriec Waste industries ino.docx EXHIBIT "B" Price and Fee Bid PART 5 BID PRICE SHEET Vendor must complete all categories in the bid sheet In an effort to assist in your bid sheet, the following table provides annual tannage information for the commercial food waste and organics collection program Calendar Year Organics Tons` 2017 1,500 'Ganmarraat food is included in the organics collection ^Tonnage information far 2017 MASE BID PROCESSING OF ORGANIC/ FOOD WASTE item No. Item Descti fon A Unit B Ewfirnged'W Unit Price D T0tW'Priq.16 FI , M'$ . I Organic food waste Tons 1,500 $ 76.70 /Ton $ 115,050.00 2_ Per Tan Residual Disposal Processing Fee Tons 1 $ 76,74 ITon 76.70 $ BID PRICE TOTAL $ 115,126 70 Total Base Bid for wntten in words: One hundred fifteen thousand, one hundred twenty six dollars and 701100 Dollars ($ 115,126 70 ) Bidder's Name Tracv sweeney (print) Company Name Burrtec Waste Industries, inc (print) 9 1 1ca1d1m1Agreements\Burrtec Waste tndusines Inc. doex EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State (b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure, either as an Individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self -insure and to pay any compensation that may become due to his or her employees CHECK ONE I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement (Labor Code §1861) I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California However, at any time, if I employ any person such that I become subject to the workers' compensation Iaws of California, immediately I shall provide the City with a certificate of consent to self -Insure, or a certification of workers' compensation insurance I certify under penalty of perjury under the laws of the State of California that the information and representations made In this certificate are true and correct Burrtec Waste Industries, Inc Date By Tracy A weeney, Chief Ir ing Officer/Vice President 10 11ca\djmlAgreements\Burrtec Waste Industries Inc.docx