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HomeMy Public PortalAbout048-2009 - 048-2009 - Sanitary - General Chemical - Too supply aluminum sulfateAGREEMENT COPY THIS AGREEMENT made and entered into this 1- day of MCW , 2009, by and referred to as Contract No. 48-2009 between the City of Richmond, Itridiana, a municipal corporation acting by and through its Board of Sanitation Commissioners (hereinafter referred to as the "City") and General Chemical Performance Products LLC., 90 East Halsey Road, Parsippany, NJ 07054 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor for the delivery of liquid Aluminum Sulfate to City's Wastewater Treatment Plant (WWTP) and transfer to the District's bulk storage tanks. A Request for Quotes dated February 5, 2009 has been made available for inspection by Contractor, is on file in the office of the Department of Sanitation, and is hereby incorporated by reference and made a part of this Agreement. Contractor agrees to abide by the same. The response of Contractor to said Request for Quotes is attached hereto as Exhibit "A," which Exhibit is dated February 20, 2009, consisting of four (4) pages, and is hereby incorporated by reference and made a part of this Agreement. Contractor shall provide all equipment and services listed on Exhibit "A." Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance; and 2. A purchase order has been issued by the Purchasing department. SECTION 11. STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. SECTION III. COMPENSATION City shall pay Contractor a sum not to exceed Four Hundred Twenty -Four Dollars and Ninety Cents ($424.90) per dry ton. SECTION IV. TERM OF AGREEMENT This Agreement shall become effective when signed by all parties and shall continue in effect until March 31, 2010. Contract No. 48-2009 Page 1 of 5 Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure, for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report, other work product, or advice, whether oral or written, by the Contractor to the City that is incorrect, incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to make payment for all work performed prior to the date this Agreement is terminated, but shall be relieved of any other responsibility herein. This Agreement may also be terminated by either the City or the Contractor, in whole or in part, by mutual Agreement setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub -contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation & Statutory Disability Requirements B. Employer's Liability $100,000 C. Comprehensive General Liability Section 1. Bodily Injury $300,000 each occurrence $300,000 aggregate Section 2. Property Damage $100,000 each occurrence Page 2 of 5 D. Comprehensive Auto Liability Section 1. Bodily Injury $300,000 each person $300,000 each occurrence Section 2. Property Damage $100,000 each occurrence E. Comprehensive Umbrella Liability $1,000,000 each occurrence $1,000,000 each aggregate SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION VII. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-4-1-10, Contractor, any sub -contractor, or any person acting on behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees: 1. That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub -contractor, shall not discriminate by reason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub -contractor, or any person action on behalf of Contractor or any sub -contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex, national. origin or ancestry; 3. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. Page 3 of 5 C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. SECTION VIH. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. SECTION IX. MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties, their successors and assigns. This document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum, venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Wayne County, Indiana, regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. Page 4 of 5 IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. ..CIWI THE CITY OF RICHMOND, INDIANA by and through its Board of Sanitation Commissioners Richard Bodiker, President Date: APPROVED \ —, Sarah L. Hutton, Mayor Date: /� A "CONTRACTOR" GENERAL CHEMICAL PERFORMANCE PRODUCTS LLC. Date:aC �Q Page 5 of 5 PROPOSAL SHEET FOR LIQUID ALUNUNUM SULFATE (Al2(SO4 )3 14 H2O) DESCRIPTION PRICE Estim10 ated 227,000 gallons of Aluminum Sulfate per year $42a.90 !dry ton Each vendor shall quote price per dry ton of Aluminum Sulfate in liquid state delivered to the Wastewater Plant and transferred to the District's bulk storage tanks in accordance with the attached "Minirnum Specifications". Each vendor shall attach the chemical analysis of his material to proposal sheet. Each vendor shall attach a MSDS sheet upon delivery of the product. Each vendor shall state the time period for which the quoted price shall remain valid. Vendor may be required to submit samples of technical evaluation prior to quote award. Testing to be performed by independent lab at no cost to RSD. Vendor to perform bench test at least once a year to determine performance and requirement of product for RSD at no cost. Vendor may submit a minimum of one (1) quart of chemical. Quote will be for one (1) year period of time after award of quote (approximately 4/ 1/09 to 3/31/10). If emergencies occur with Vendor's manufacturer and/or manufacturing of the product, the Vendor will be held responsible for providing product to the District at quoted price. Vendor is to include all shipping costs in the price quote. Richmond Sanitary District will not pay any shipping. Richmond Sanitary District has authority to refuse delivery due to unsafe manner and not be held responsible for any charges.. Vendor is to supply experienced/safe drivers and equipment. Vendor is to sta deliv time after receipt of order 1-2 BM INESS OAYS FEBR ARY 20, 2009 Authorized Si Date ANTOI NE PARKW I ER, NWAET I NG SPECIALIST 800 631 8050 Contact Person Phone Number GENERAL CIEM 1 CAL eUMM IUW X ERWXrS LLC Company Name EXHIBIT A"'PAGE 0L�'`_J_ Created on 2/3/2009 1:30:00 PM \\Rsd-pdc\shared\OPERA.TZO\Quotes\PROPOSAL SHEET FOR ALUM 2009.doc MINIMUM SPECIFICATION FOR LIQUID ALUMINUM SULFATE (Al2(SO4 )3 14 H2O) Bidder Complies Liquid Aluminum Sulfate shall contain water-soluble YES NO aluminum of not less than 4.23% as Al or 8.0% as A1203. It shall be composed of 48.5% dry Aluminum Sulfate and have a density of 11.14 pounds per gallon. The water - insoluble matter shall not exceed 0.2%. The delivered mixture shall meet the AWWA standard for Aluminum Sulfate (B403-88). The product shall be analyzed for metals X (cadmium, copper, chromium, lead, nickel, mercury, molybdenum, zinc) and date submitted as part of bid specs. Delivery shall be made by vehicles properly equipped to transfer liquid Aluminum Sulfate into the District's bulk storage tanks without spillage. Deliveries shall not be made at the convenience of the Vendor. They shall be made within a reasonable length of time following either a written or telephoned order from the District. The District will admit delivery from 7:30 am to 1:30 pm, Monday through X Friday (unless Holiday). The District orders will be for approximately 4,000 gallons each. The District shall have the right to require a small sample from each load for laboratory purposes. \\Rsd-pdc\shared\OPERATIO\Quotes\MINIMUM SPECERACTION FOR ALUM 2009.doc Created on 2/3/2009 1:30:00 PM F EXH OBIT AGE �_OF� Water Chemicals Group LZ UD ALUMQNUM SULFATE 90 East Halsey Road Parsippany, NJ 07054 Tel: 973515-0900 Fax: 973-515-446 t The current typical analysis for Liquid Aluminum Sulfate is as follows: % Total Soluble Al2O3 8.25 % Free Al2O3 0.1 % Total Iron (as Fe2O3) 0.2 % Actual Fe2O3 0.03 % Insoluble in water 0.01 General Chemical Performance Products LLC certifies that Aluminum Sulfate as produced by our manufacturing locations will meet NSF/ANSI Standard 60 and AWWA Standard B-403-03 in every respect. Antoine Parmentier Marketing Specialist EXHIBIT PAGE s 4 ,, - DELEGATION OF AUTHORITY 1, Thomas B. Testa, Vice President and Chief Financial Officer of General Chemical Performance Products LLC, a Delaware limited liability company (hereinafter referred to "GCPP" or as the "Company"), do hereby delegate and )?point the following agents of GCPP to execute all municipal contracts and instruments, including bids, proposals and quotations, which in the ordinary course of business are processed by the Marketing Group of the Company: Lisa Brownlee Amita Gupta Christine A. LaSala Mark Paul Antoine Parmentier Set forth below is a certified copy of the resolution of the Company authorizing such action. i have hereunto set my hand this 19d day of November, 2008. ��" (2, <sZL Thomas B. Testa Vice President & Chief Financial Officer CERTIFICATE OF SECRETARY 1, James Imbriaco, hereby certify that l am the Secretary of GCPP and that set forth below is a true and correct copy of the resolution of the Board of Managers of GCPP, adopted by unanimous written consent as of the I Wh day of November, 2003 and that the same has not been modified or revoked and is on the date hereof in full force and effect: RESOLVED that any officer of the Company be, and he hereby is, authorized to delegate, with the right of further delegation, to any other officer, employee or agent of the Company, all or any part of the authority granted to them by the Board of Managers; and that any such delegations may be general or specific and subject to such limitations and restrictions as the delegating officer shall determine. I FURTHER CERTIFY that Thomas B. Testa is the duly elected Vice President and Chief Financial Officer of GCPP and holds such offices on the date hereof, and that set forth below is the genuine signature of such officer: Thomas B. Testa Vice President & Chief Financial Officer I FURTHER CERTIFY that pursuant to Section 3.4 of the Operating Agreement of GCPP dated November 10, 2003, Mr. Testa, in his capacity as Vice President and Chief Financial Officer of GCPP is authorized to represent and bind GCPP in all matters, including, but not limited to, contracts. .fN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Company this 19th day of November 2008. ;.'.laihes Imbriaco Secretary seal ►_XHIBIT PAGE�{� , ACORD CERTIFICATE OF LIABILITY INSURANCE OP ID KP DATE(MM/DD/YYYn PRODUCER GENE-10 04 27 09 Rose and Kiernan, Inc. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION P 0 Box 640 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR East st Greenbush NY 12061 Troy Road ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Phone:518-244-4245 Fax:518-244-4262 INSURED General Chemical Performance Products LLC 90 East fialsey Road Parsippany NJ-07054 INSURERS AFFORDING COVERAGE I NAIC # INSURER A: New Hampshire Insurance INSURER B: AI South Insurance Co. INSURER C: INSURER D: INSURER E: COVERAGES TWc.._..- - --- • • v 1 nc inauntu NAMEu ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR rNS TYPE OF INSURANCE POLICY NUMBER DATEYM�D TIVE YYIDA CY MM T N LIMITS $ 2000000 A GENERAL R LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS MADEFi� OCCUR GL907345 04/01/09 04/01/10 EACH OCCURRENCE PREMISES (Eaocrxlrence) $ 2000000 MED EXP (Any one person) $ 10000 PERSONAL & ADV INJURY $ 2000000 GENERALAGGREGATE $ 4000000 GEN'LAGGREGATELIMITAPPLIESPER: X POLICY JE OT LOC PRODUCTS -COMP/OPAGG $4000000 A A AUTOMOBILE X LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS Physical Damage - CA919367 (AOS) CA919368 (VIRGINIA) 04/01/09 04/01/09 04/01/10 04/01/10 COMBINED SINGLE LIMIT (Ea accident) s20O0000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ X DAMAGE (Per accident) $ ,Self Self Insured GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN E4 ACC AUTO ONLY: AGG $ $ EXCESS/UMBRELLA LIABILITY OCCUR CLAIMS MADE DEDUCTIBLE RETENTION $ EACH OCCURRENCE $ AGGREGATE $ $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBEREXCLUDED? If yes, describeeunder under SPECIAL PROVISIONS below OTHER WC60168668- AIDS SEE NOTE FOR ADDL POL ►'S 04/01/09 04/01/10 X TORY LIMITS ER E.L. EACH ACCIDENT $2000000 E.L. DISEASE - EA EMPLOYEE $ 2000000 E.L. DISEASE - POLICY LIMIT $ 2000000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Re: for supplying of liquid alum. (`GDTICIf`ATC LJAI nCo RICHN13 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO DO SO SHALL Richmond Sanitary District 2380 Liberty Avenue IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Richmond IN 47334 REPRESENTATIVES. AUTHOINED REPR SENTATIV ACORD 25 (2001/08) ©ACORD CORPORATION 1988