HomeMy Public PortalAboutClk_wastepro contract STATE OF GEORGIA )
COUNTY OF CHATHAM )
AGREEMENT FOR SERVICES
THIS AGREEMENT FOR services relating to the HAULING AND DISPOSAL OF CONTENTS FROM
(1) SINGLE STREAM RECYCLING COMPACTOR (15 C.Y.) LOCATED ON ATLANTIC AVENUE AND
(1) WASTE DISPOSAL COMPACTOR (34 C.Y.) LOCATED ON LOVELL AVENUE in the City of
Tybee Island, Georgia, also identified as "Compactor Disposal for Single Stream Recy I)g and
aste," hereinafter referred to as "Agreement", is made and entered into as of the day of
201: (the "Date Hereof"), by and between Waste Pro of South Carolina,
Inc., whose agent and address for purposes of this agreement is Randal C. Rogers, P.O. Box
506, Hardeeville, SC 29927, hereinafter referred to as "the Company," and THE CITY OF
TYBEE ISLAND, a municipality, whose address for the purposes of this Agreement is 403
Butler Avenue, P. 0. Box 2749, Tvbee Island, Georgia 31328, herein referred to as"the City."
WITNESSETH THAT:
WHEREAS, the City is a municipal corporation organized under Georgia law; and
WHEREAS, the City desires provide its citizens with recycling and waste disposal services on
Atlantic Avenue and Lovell Ave.; and
WHEREAS, the Company, in conjunction with other entities identified herein, operating under
the laws of the State of Georgia, are engaged in providing the services required by the City;
and
WHEREAS, the City has solicited requests for proposals relating to the Compactor Disposal for
Single Stream Recycling and Waste; and
WHEREAS, the Company has submitted the attached proposal; and
WHEREAS, the Company and City desire to document the terms and conditions of their
Agreement.
NOW, THEREFORE, for and consideration of the mutual covenants contained herein, the receipt
and sufficiency of which is hereby acknowledged, it is agreed as follows:
ARTICLE 1
BASIC AGREEMENT
1.1 The Company will perform the Scope of Work ("the Work") described in RFP No. 2012-
644 City of Tybee Island, Georgia (°RFP") ("Exhibit A"), attached hereto and incorporated by
reference as if fully set forth herein, and supply all materials in connection therewith per the
attached "quotation sheet" ("the price") ("Exhibit B") and will perform all preparatory and
clean-up work associated therewith.
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1.2 The Company will provide proof of liability coverage with a minimum liability amount for
comprehensive general liability and automobile liability of not less than $2,000,000.00. The
Company shall maintain worker's compensation insurance equal to the statutory requirements.
The insurance certificates shall name the City of Tybee Island as additional insured.
1.3 The Company and all of its subcontractors will comply with the necessary requirements
of all State and Federal law pertaining to the residency of its workers and will further comply
with all reporting requirements required of City contractors pursuant to the grant under which
proceeds are being made available to the City and expressly recognizes that any breach on its
part of the reporting and other requirements under such grant will result in potential liabilities
to the City and the Company will indemnify and hold harmless the City for any such damages in
addition to all other indemnity obligations contained herein or the terms and conditions
attached hereto.
ARTICLE 2
TERM
//r1
2.1 This Agreement shall commence on the C� day of s`�/},�f , 20 l)and terminate
on December 31St of that same calendar year ("initial term").
2.2 Either party may terminate this Agreement by giving the other party at least sixty (60)
days notice prior to the end of the initial term. If neither party gives notice, then this
agreement automatically renews for an additional one (1) year term.
ARTICLE 3
WARRANTIES
3.1 The Company shall remedy, at the Company's expense, any failure to conform,
or any defect. In addition, the Company shall remedy, at the Companys expense, any damage
to City-owned or controlled real or personal property when the damage is the result of—
(1) The Companys failure to conform to agreement requirements; or
(2) Any defects of equipment, material, workmanship or design furnished by the
Company.
3.2 The Company shall restore any work damaged in fulfilling the terms and
conditions of this clause. The Company's warranty with respect to work repaired or
replaced will run for (one year unless otherwise indicated) from the date of repair or
replacement.
3.3 The Contract Administrator shall notify the Company, in writing, within a reasonable
time after the discovery of any failure, defect or damage. If the Company fails to remedy
any failure, defect, or damage within a reasonable time after receipt of notice, the City
shall have the right to replace, repair or otherwise remedy the failure, defect, or damage
at the Companys expense.
3.4 With respect to all warranties, express or implied, from subcontractors,
manufacturers, or suppliers for work performed and materials furnished under this
agreement, the Company shall:
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(1) Obtain all warranties that would be given in normal commercial practice;
(2) Require all warranties to be executed in writing, for the benefit of the City; and,
(3) Enforce all warranties for the benefit of the City.
3.5 Company shall not be liable for the repair of any defect of material or design furnished by
the City or for the repair of any damage(s)that result(s) from any defect in City-furnished material or
design.
3.6 Notwithstanding any provisions herein to the contrary, the establishment of the time periods
in paragraphs 3.1 and 3.3 above relate only to the specific obligation of the Company to correct the
Work, and have no relationship to the time within which its obligation to comply with the
agreement may be sought to be enforced, nor to the time within which proceedings may be
commenced to establish the Company's liability with respect to its obligation other than specifically
to correct the Work.
3.7 This warranty shall not limit the City's rights with respect to latent defects, gross mistakes or
fraud.
ARTICLE 4
COVENANTS AND REPRESENTATIONS
4.1 The Company shall perform professional services in accordance with the Company's
Proposal and Terms and Conditions contained in this agreement and contained in the RFP and
hereby expressly made a part of this agreement.
4.2 To induce the City to enter into this Agreement, the City shall be entitled to rely upon
the representations and certifications made by the Company in the Company's Proposal, without
independent investigation and verification, and each such representation or certification shall be
deemed to be material to this Agreement. The person negotiating and executing this Agreement
on behalf of the Company has the full right, power, and authority to enter into, execute and
perform this Agreement in accordance with the terms hereof, and when executed and
delivered, this Agreement will constitute a valid and binding obligation of the Company and will
be enforceable in accordance with the terms thereof.
4.3 The Company will service any compactor within 24 hour notice by the City, either
written or oral.
ARTICLE 5
PAYMENT, FEEL, and REBATES
5.1 The City shall pay the Company the price as provided in this agreement; Net 30, or
purchasing credit card.
5.2 Notwithstanding anything in this agreement, the RFP or quotation sheet to the contrary,
the Company shall not apply any fuel or environmental surcharges to the City. The City shall be
under no obligation to pay any fees or costs related to fuel or environmental surcharges relating
to the Company's work under this Agreement.
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5.3 The Company will provide the City with the highest rebate possible on recycled
materials. The Company will provide to the City a list of the rebate comparisons between
Sunoco, Pratt and any other competitor of either on a monthly basis. Upon demand by the
City, the Company will provide the City a list of current rebate prices within five (5) days of
written notice by the City.
ARTICLE 6
CONTINGENCIES
6.1 The obligations of the City are subject to the following conditions:
(1) The ability of the City to carry out the terms of this Agreement in accordance with
the laws and Constitution of the State of Georgia.
(2) The timely performance by the Company of each and every covenant, agreement,
and obligation imposed upon the Company in this Agreement.
(3) The truth and accuracy as of the Date Hereof of each and every representation
made by the Company.
(4) This Agreement is expressly made subject to other laws affecting its subject matter.
In the event of any conflict between such laws and this Agreement, such laws shall take
precedence.
6.2 The obligations of the Company are subject to the following conditions:
(1)The timely performance by the City of each and every covenant, agreement, and
obligation imposed upon the City in this Agreement.
ARTICLE 7
NOTICES
7.1 All notices, demands or requests required or permitted to be given pursuant to this
Agreement shall be in writing and given or served either in person or by United States Mail,
postpaid, registered or certified with Return Receipt Requested, showing the name of the
recipient and the date of delivery. Notices shall be addressed to the party or parties identified
and at the address as set forth in the introductory paragraph of this Agreement, and the date
upon which such notice is delivered shall be deemed the effective date thereof. Either party
may, from time to time, by five (5) days' prior written notice to the other party, specify a
different agent or address to which notices can be delivered. Rejection or other refusal to
accept a notice or inability to deliver a notice because of a changed agent or address of which
no notice was given shall constitute receipt of the notice on the date when personal service is
attempted or the date of the postmark, if mailed.
ARTICLE 8
RIGHTS CUMULATIVE
8.1 All rights, powers, and privileges conferred hereunder shall be cumulative and not
restrictive of those given by law.
ARTICLE 9
NON-WAIVER
9.1 No failure of the City to exercise any right or power given to the City under this
agreement, or to insist upon strict compliance by the Company with the provisions of this
agreement, and no custom or practice of the City or the Company at variance with the terms
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and conditions of this Agreement, shall constitute a waiver of the City's right to demand exact
and strict compliance with the terms and conditions of this Agreement.
ARTICLE 10
CONTINUITY
10.1 Each of the provisions of this agreement shall be binding upon and inure to the benefit
and detriment of the Company and the City and the heirs, devisees, legatees, legal
representatives, successors and assigns of the Company and the City.
ARTICLE 11
CONTRACT MODIFICATIONS
11.1 (a) Only the Contract Administrator has autnority to modify any term or condition of
this contract. Any contract modification shall be authorized in writing.
(b) The Contract Administrator may modify the contract unilaterally (1) pursuant to a
specific authorization stated in a contract clause (e.g., Changes); or (2) for administrative
matters which do not change the rights or responsibilities of the parties (e.g., change in the
City's address). All other contract modifications shall be in the form of supplemental agreements
signed by the Company and the Contract Administrator.
(c) When a proposed modification requires the approval of the Tybee Island City
Council prior to its issuance (e.g., a change order that exceeds the Contract Administrator's
approved threshold), such modification shall not be effective until the required approval is given
by the Tybee Island City Council.
ARTICLE 12
CHANGE ORDERS
12.1 (a) The Contract Administrator may, at any time, by written order designated or
indicated to be a change order, make changes in the work within the general scope of the
contract including changes:
(1) In the method or manner of performance of the work.
(a) Any other written order or oral order (which, as used in this paragraph (b), includes
direction, instruction, interpretation, or determination) from the Contract Administrator that
causes a change shall be treated as a change order under this clause; provided, that the
Company gives the Contract Administrator written notice stating (1) the date, circumstances
and source of the order and (2) that the Company regards the order as a change order.
(b) Except as provided in this clause, no order, statement or conduct of the Contract
Administrator shall be treated as a change under this clause or entitle the Company to an
equitable adjustment.
(c) The Company must assert its right to an adjustment under this clause within 30 days
after (1) receipt of a written change order under paragraph (a) of this clause, or (2) the
furnishing of a written notice under paragraph (b) of this clause, by submitting a written
statement describing the general nature and the amount of the proposal. If the facts justify it,
the Contract Administrator may extend the period for submission. The proposal may be included
in the notice required under paragraph (b) above. No proposal by the Company for an equitable
adjustment shall be allowed if asserted after final payment under this contract.
(d) The Company's written proposal for equitable adjustment shall be submitted in the
form of a lump sum proposal supported with an itemized breakdown of all increases and
decreases in the contract in at least the following details: (1) Direct Costs. Materials (list
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APPLICABLE LAWS
17.1 The Company agrees that it and all of its subcontractors will comply with all applicable
legal requirements whether imposed by Local, State or Federal law and, further, will comply
with State"SAVE" requirements.
ARTICLE 18
JURISDICTION AND VENUE
18.1 The Company agrees that any civil action, arbitration or mediation of any dispute arising
under this Agreement shall take place only in Tybee Island or Savannah, Chatham County,
Georgia. City and Company further agree and stipulate to the jurisdiction and venue of the
United States District Court for the Southern District of Georgia, Savannah Division, the Superior
Court of Chatham County or the State Court of Chatham County over them and over any civil
action arising under this Agreement.
IN WITNESS WHEREOF, the Company and the City have caused these presents to be duly
signed, sealed and delivered on the day, month, and year first above written.
WASTE PRO OF CITY OF TYBEE ISLAND
SOUTH CAR'LINA, INC.
By:
Cc �,
Name. Randal C. Ro. rs olarBuelterm n, Mayor
Title: �- /Pa- (I 1(i.� Date
IJr23 Date
erk of Come
A0/3 lat
APPRO D AS TO FORM:
Edward M. Hughes, s♦' Attorney
2-D -3 Date
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As :
EXHIBIT - .1
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RFP#2012-644
CITY OF TYBEE ISLAND
TY1EE ISLAND,GEORGIA
IS ISSUING THIS REQUEST FOR BID FOR THE FOLLOWING DESCRI LED HEREIN:
COMPACTOR DISPOSAL FOR SINGLE STREAM RECYCLING AND WASTE
The City of Tybee Island is requesting proposals for DISPOSAL OF CONTENTS FROM (1) SINGLE
STREAM RECYCLING COMPACTOR (15 C.Y.) LOCATED ON ATLANTIC AVE, AND (1) WASTE
DISPOSAL COMPACTOR (34 C.Y.) LOCATED ON LOVELL AVE. Bidders shall offer services and
materials which may be upgraded with optional services and materials which may not be purchased at time
of bid award. Bidder shall specify in the proposal the delivery schedule for the products and services from
time of notification of award of bid.
BIDS ARE TO BE RETURNED NO LATER THAN: OCTOBER 19,2012 AT 10:00AM
BIDS WILL BE OPENED ON OCTOBER 19,2012 AT 11:00 AM AT CITY HALL.
ALL RESPONDENTS ARE INVITED TO ATTEND.
A pre-bid meeting will be held on OCTOBER 12,2012 at 10:00am at City Hall,403 Butler
Ave,Tybee Island.
The City is seeking a total bid package for service/materials equal to or exceeding specifications set forth on
the attached pages which must meet or exceed stated specifications.Those not meeting these standards will
be rejected.The attached material specifications become and remain a part of this request for proposal
All responses,inquiries, or correspondence relating to, or in reference to,this request for proposals, and all
reports, charts, displays, schedules, exhibits and other documentation by the bidders shall become the
property of the City when received. All proposals submitted in response to this invitation for bid shall
become the property of the City, The City retains the right to use any or all ideas presented in any proposal
to the invitation to bid, whether amended or not. Selection or rejection of the proposal does not affect this
right.
Mail proposal to: BID NUMBER 2012/644
MELISSA FREEMAN
CITY OF TYBEE ISLAND
403 BUTLER AVE
PO BOX 2749
TYBEE ISLAND, GA.31328
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Inquiries or other need for clarification in this document should be submitted no later than
OCTOBER 17,2012.
Questions to: Joe Wilson
912-472-5041
Cell(912)658-8302
Email: iwilsonAcitvoftvbee.org
METHOD OF AWARD: Contracts shall be awarded to the lowest, responsive, and responsible bidder.
Bidders must respond completely by filling in all applicable blanks. Bids are subject to the terms and
conditions of this Request for Proposal.
Bids shall be submitted in a sealed envelope, clearly marked on the outside of the envelope,to the office of
the above address prior to the time specified.
Signature of bidder indicates that bidder understands and will comply with attached terms and conditions
and all other specifications made a part of this invitation for bid and any subsequent award or contract. All
terms, conditions and representations made in this invitation will become an integral part of the contract.
Nothing contained within this RFP is indicative of intent by the City of Tybee Island to reimburse
the bidder, in whole or in part, for any costs associated with preparation, submission, or
presentation of proposals.
WAIVER: The City of Tybee Island reserves the right to reject any or all bids received. The City reserves
the right to waive any variances from original bid specifications in cases where the variances are considered
to be in the best interest of the City.
SUBMISSION OF BIDS AND SUPPLEMENTAL MATERIALS
Bids and all required or requested supplemental materials in compliance with the attached specifications
shall be submitted to the above address. Supplemental materials will not be accepted after the bids have
been opened, unless requested by the City. Please include a bid sheet, W-9, vendor application, Enid
affidavit verifying status,which can be found at the end of this request.
SERVICES To BE PR.• DED
The successful bidder shall perform the following work for the City:HAULING AND DISPOSAL OF
CONTENTS OF A 15 C.Y.COMPACTOR OF SINGLE STREAM RECYCLABLES AND A 34 C.Y.
COMPACTOR OF GENERAL TRASH.PICK UP WILL BE ON AN AS-NEEDED BASIS THROUGHOUT THE
YEAR.
PERCENTAGE REBATE TO THE CITY FOR RECYCLABLES ON A MONTHLY BASIS.
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PAYMENT
The bidder shall specify terms of payment. The City of Tybee Island's preferred method of payment is by
purchasing credit card.
INSURANCE REQUIREMENTS
Contractor shall provide a Certificate of Insurance naming the City of Tybee Island as also insured,
a 30 day cancellation notice, indicating the following minimum coverage:
Comprehensive General Liability $2,000,000.00
Automobile Public Liability $2,000,000.00
Workman's Compensation Insurance equal to the statutory requirements.
TAXES
The City of Tybee Island, Georgia is not subject to any State or Federal taxes. Documentation will be
provided with the invoice at the time of payment,if requested.
DELIVERY: F.O.B.DESTINATION
403 Butler Ave,Tybee Island,Georgia 31328 unless otherwise stated.
TERMINATION OF CONTRACT
The City reserves the right to terminate the contract for reasons of violations by the successful bidder of any
term or condition of the contract by giving thirty (30) days written notice, unless otherwise stated herein,
stating the reasons therefore and giving the party ample time to remedy the deficiencies.
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City of Tybee Island
TERMS AND CONDITIONS
DEFINITIONS. As used herein, the following terms shall have the meanings set forth below,
whether or not capitalized.
(a) "Purchase Order"or"Order"means this purchase order.
(b) "Buyer"means The City of Tybee Island.
(c) "Seller"or"Vendor" means the party furnishing the supplies under this order.
(d) "Supplies" means what the Seller furnishes the Buyer under this order and includes with
limitation, the following; (1) the work; materials; articles; deliverable items, items, data
and services, whether tangible or intangible or any combination thereof; and (2) what is
leased or licensed, pursuant to the lease(s) or license(s) signed by both the Buyer and the
lessor or licensor if attached to and made a part of this order.
(e) "Loss" means any or all the following: claims, liabilities, damages, losses, costs, or
expenses(including reasonable attorneys' fees and expenses and other legal costs).
ACCEPTANCE. This order constitutes an offer which shall become a binding contract upon the
terms and conditions herein set forth upon acceptance by Seller either by acknowledgement of this
order or commencement of performance. Buyer objects to any difference, conflicting or additional
terms proposed by Seller in the acceptance of this order, and no such terms shall be effective
unless expressly accepted by Buyer in writing. Each shipment received by Buyer from Seller shall
be deemed to be only upon the terms and conditions contained in this order,except by such written
instrument modifying the order, signed by Buyer, notwithstanding any terms and conditions that
may be contained in any acknowledgment, invoice, or other form issued by Seller and
notwithstanding Buyer's act of accepting or paying for any shipment, or similar act by Buyer.
PRICES. Seller represents that the prices, terms, warranties, and benefits contained in this order
are comparable to or better than those offered to any other customer of Seller for items which are
the same or substantially similar. Buyer shall receive the benefit prospectively or retrospectively if
Seller offers any item or service included in this order to any other customer at a lower price, more
favorable terms, more favorable warranties, or more favorable benefits up to one year after
completion of this order.
PACKING AND SHIPPING. All items shall be suitable packed and prepared for shipment to
insure their safe transportation, to secure the lowest transportation cost, and to comply with the
requirements of carriers. Buyer's order number shall appear on all documents and correspondence
relating to these items. Packing lists shall accompany the items and shall include the order
number, Buyer's part number, Seller model number, description of items shipped and any other
information called for in the order. Buyer's count or weight shall be final and conclusive on
shipments not accompanied by a packing list. Seller shall be liable for all excess transportation or
other charges resulting from Seller's failure to comply with Buyer's packing, shipping, routing and
delivery instructions.
DELIVERY. Any delivery schedule made a part of this order is an important, material condition;
time is of the essence of the order. Unless otherwise agreed to in writing. Seller shall not make
material commitments or production arrangements in excess of the amount or in advance of the
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time necessary to meet Buyer's delivery schedule. It is Seller's responsibility to comply with this
schedule, but not to anticipate Buyer's requirements. In addition to any other rights or remedies,
Buyer may cancel all or any part of this order for Seller's failure to deliver in strict accordance
with the delivery terms set forth herein. Seller shall promptly notify Buyer of any anticipated
delay in the delivery date and Buyer may require Seller to ship by alternate means in order to
expedite delivery. Any additional costs shall be paid by Seller and Seller shall be liable for all
resulting damages to Buyer occasioned by the delay. Delivery shall not be deemed to be complete
until the items have been received and accepted by Buyer. Advance and excess shipments may at
Buyer's option be rejected and returned to Seller at Seller's expense.
TRANSPORTATION. Except as otherwise provided on the face of this order, transportation
charges on Supplies shall be f.o.b. destination, at Seller's sole cost and expense. Risk of loss from
any casualty to supplies ordered hereunder, regardless of cause, shall be Seller's responsibility
until goods have been delivered to Buyer's designated delivery post. No insurance or premium
transportation costs beyond the price listed in this order will be allowed unless authorized by
Buyer in writing. If Seller does not comply with Buyer's delivery schedule, Buyer may, in
addition to any other rights that Buyer may have under this order, require delivery by fastest way,
and charges resulting from the premium transportation must be fully prepaid and absorbed by
Seller.
WARRANTY. Seller warrants that all supplies delivered pursuant to this order shall strictly
conform to the applicable specifications (including without limitation information or functional
performance,material content, size, appearance, response time, etc.), shall be free from all defects
and workmanship in materials including latent defects, shall be free from defects in design and
suitable for their intended purpose, and shall be free from all claims, encumbrances, and liens.
This warranty shall survive inspection, delivery and payments shall run to Buyer, its successors,
assigns and the users of the items and shall not be deemed to be exclusive. Seller agrees to
indemnify, defend and hold Buyer, Buyer's employees, and those for whom Buyer may act as
agent, harmless from all damages, including consequential and incidental damages, incurred or
sustained by Buyer by reason of any breach of any warranty with respect to the supplies purchased.
Buyer shall be promptly reimbursed for all expenses incurred in the handling, inspection and return
of defective items, and Seller shall bear the risk of loss on all such items. If any of the supplies are
found at any time prior to acceptance to be defective in material or workmanship,or otherwise not
in conformity with the requirements of this order, Buyer (in addition to any other rights which it
may have under warranties or otherwise) may at its option (I) correct or have corrected the
nonconformity at Seller's expense, or(2)reject and return such supplies or other deliverable items
at Seller's expense, such supplies or other deliverable items not to be replaced without suitable
written authorization from Buyer.
CHANGES. Buyer may at any time request in writing changes to this order in the specifications,
packing, shipment, quantities, delivery schedules, and other matters. If any such change causes an
increase or decrease in the costs of or the time required for performance, Seller shall immediately
notify Buyer. Any request for an equitable adjustment must be made in writing with 30 days from
the date of the written request for the change. No additional charge or change in the specifications,
packing, shipment, quantities, delivery schedules, and other matters will be allowed unless
authorized by Buyer in writing.
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TAXES. The Buyer, a municipality in the State of Georgia, is exempt from Georgia Sales Tax
under the Sales and Use Tax ID# 302 526 178. All sales and use tax due on materials purchased
by the city for installation by the seller under this contract are the responsibility of the contractor.
ASSIGNMENT. Neither this order nor any interest herein may be assigned, in whole or in part,
by Seller without the prior written consent of Buyer. Notwithstanding the above, Seller may
assign any monies due or to become due to him hereunder,provided that such assignment shall not
be binding upon Buyer until receipt of a copy of the assignment agreement is acknowledged and
approved by Buyer in writing.
SUBCONTRACTING. Seller shall not enter into a subcontract for any part of this order,
including completed or substantially completed items or major components thereof, with Buyer's
written consent. Nothing in this order shall be seen as prohibiting Seller's purchase of standard
commercial articles, raw materials, or other supplies specified in this order if these are typically
purchased by Seller in the normal course of business.
TERMINATION. Buyer may terminate or suspend performance under this order in whole or in
part from time to time by sending written notice to Seller. Upon receiving notice of such action by
Buyer, Seller shall immediately comply with its terms and take all reasonable steps to avoid
incurring any additional costs under this order. Buyer's sole liability to Seller shall be for items
completed and delivered to Buyer in accordance with this order and for Seller's reasonable costs to
the date of termination, such costs being solely attributable to this order and not being recoverable
from other sources.
INDEMNIFICATION. Seller agrees to indemnify, defend and hold Buyer, Buyer's employees,
and those for whom Buyer may act as agent harmless from (1)any and all claims and liabilities for
injuries or death of persons or damages to or destruction of property; (2) any other Loss caused by
or resulting from the acts or omissions of Seller, its agents, subcontractors, suppliers or employees
in the performance of this order; (3) any Loss caused by or resulting from the supplies purchased
under this order, (4) any intended use of products or materials provided by Seller; (5) any defective
products or materials provided by Seller, including without limitation the use or disposal of
hazardous and/or toxic materials, such materials to include at minimum all materials recognized by
the Environmental Protection Agency as hazardous; or (6) any breach by Seller of any express or
implied warranties. If Seller's work hereunder involves operations by Seller's agents,
subcontractors, suppliers or employees on Buyer's premises or any place where Buyer conducts
operations, Seller shall take all necessary precautions to prevent the occurrence of any injury or
damage to persons or property during the progress of such work. Further, Seller shall indemnify,
defend and hold Buyer, Buyer's employees, and those for whom Buyer may act as agent harmless
for any injuries occurring to Seller's agents, subcontractors, suppliers or employees and Seller
shall maintain public liability, property damage and employee's liability and compensation
insurance sufficient to protect Buyer from any claims under any applicable law, statute, or
regulation.
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MODIFICATION; WAIVER. No waiver or modification of this order shall be effective unless
in writing and signed by both of the parties hereto. Failure of either party to enforce its rights
under this order shall not constitute a waiver of such rights or any other rights.
ENTIRE AGREEMENT. This order is intended by the parties as a final expression of their
agreement and also as a complete and exclusive statement of the terms thereof, any prior or
contemporaneous oral or written agreements as to the same subject matter notwithstanding.
HNVAII,H1 ITY. In the event that any provision of this order is declared invalid, illegal, or
otherwise unenforceable by any tribunal or law, the remainder of the provisions shall not be
affected thereby, and each term and provision not declared invalid, illegal or unenforceable shall
be valid and shall be enforced to the fullest extent permitted by law.
DRUG FREE WORKPLACE. By accepting this order,the Seller certifies that he shall provide a
drug free workplace for his employees in accordance with the laws of the State of Georgia.
SPECIFICATIONS, PROPOSALS,BID DOCUMENTS. The documents which form the basis
for this order shall include the plans and specifications and bid documents as attached hereto,
together with any other documents so listed and enumerated, if any, and it is expressly understood
that any special conditions listed and attached hereto are specifically made a part of this contract.
APPLICABLE LAW. The provisions and performance of this purchase order shall be governed
by the laws of the State of Georgia and applicable federal law. Seller agrees to bring any and all
actions relating to this purchase order only in the state and federal courts located within Chatham
County in the State of Georgia.
APPROPRIATION. Notwithstanding,any other provision hereof,this agreement shall terminate
at the end of each calendar year without liability or obligation on the part of the city in any
calendar year where the City has not appropriated funds for the obligations hereunder for the next
calendar year.
Page 7 of 10
20121025CityCounolPacket Page 62 of 124
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QUOTATION SHEET
A. Description:
S 172-46 ipeik ktL
PISPashit- RictrE e4fiDA51.1 ezyn,VcreA:
PELyei-/146- Corn:C*4%1454 '14 A-41_ , /
4t TOTAL COST: $ A/14
-5,Tpka CepysfertfiM ;ME ICZ4 46.11 COS.,
C440/ Aityr
Rebate % to the City on recycled materials,and potential estimated annual
tonnage: -67
0 /0 'r,m-ri 7-4 eily /NWT*.
A,01; - rvilidne,E totne.—Mekplid14,.<00
Quotation Expiration date:
ri71Z5 Avirp- fX4,n• A4e:4. V744 -540CI4LAFeS•
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e syheisb -To -C4.1/6i-'r-0 i324-77-
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AmMr-41, PeitvAint$`67s 11-A` 14,zzop,si
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Page 8 of 10