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Agenda 07/24/2012 Item #16C 57/24/2012 Item 16.C.5. EXECUTIVE SUMMARY Recommendation to award Invitation to Bid 12 -5902, "Sewage Hauling," to Dixie Drainfields, Inc., and Southern Sanitation, Inc., in the estimated annual amount of $75,000, to be shared between referenced vendors, effective August 1, 2012; and, terminate contracts procured under Invitation to Bid 09 -5300, "Sewage Hauling," to Dixie Drainfields, Inc., and Southern Sanitation, Inc., on July 31, 2012. OBJECTIVE: To ensure the sustained compliant operation of Collier County's wastewater collections system by providing sewage hauling services during emergency and planned shutdown events. CONSIDERATIONS: Sewage hauling services are used by the Collier County Wastewater Department on both a scheduled and emergency basis. This vital service provides pumper trucks equipped with machinery to pump and relocate large amounts of wastewater within the collections system. This is a key risk mitigation strategy to prevent potential sanitary sewer overflows. Invitation to Bid (ITB) 12 -5902 was publicly posted on May 15, 2012, on Collier County's Online Bidding System. Approximately 442 email notifications were sent with 43 companies downloading full packages for review. On June 1, 2012, staff conducted the bid opening and reviewed the three bids received (the bid tabulation is Attachment 1). The solicitation document intended to award this ITB to the overall lowest single responsive bidder. The two lowest responsive bidders, Dixie Drainfields Inc., and Southern Sanitation Inc., provided the same hourly cost for the service, so staff implemented the County's tie breaking policy. Both firms are located in Collier County and submitted a "Drug Free" workplace policy. Based on the tie for lowest bid, staff recommends awarding ITB 12 -5902 to Southern Sanitation, Inc., and Dixie Drainfields Inc.; and administering the contract on a monthly rotation with the first month being awarded based on a coin toss. Additionally, staff recommends that contract 09 -5300, "Sewage Hauling," with Dixie Drainfields, Inc., and Southern Sanitation, Inc., be terminated on July 31, 2012. Any purchase orders issued under that contract prior to, or on that date, will be authorized for completion of all work identified and final payment. FISCAL IMPACT: Funds for the purchase of sewage hauling services are budgeted in the Wastewater Collections cost center, under Other Contractual Services, in the estimated annual amount of $75,000. The source of funds is Wastewater User Fees, Fund 408. GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this Executive Summary. Packet Page -1923- 7/2412012 Item 16.C.5. LEGAL CONSIDERATIONS: This item has been reviewed and approved by the County Attorney's Office, is legally sufficient for Board action and only requires a majority vote for approval —SRT. RECOMMENDATION: That the Board of County Commissioners, as Ex- officio the Governing Board of the Collier County Water -Sewer District, award Invitation to Bid 12 -5902, "Sewage Hauling," as provided herein, and authorizes the chairman to sign contracts with Dixie Drainfields, Inc., and Southern Sanitation, Inc., in the estimated annual amount of $75,000, to be shared between referenced vendors, effective August 1, 2012; and terminate contracts procured under Invitation to Bid 09 -5300, "Sewage Hauling," to Dixie Drainfields, Inc., and Southern Sanitation, Inc., on July 31, 2012. Prepared By: Irene Johnson, Wastewater Technical Support Manager Attachments: Bid Tabulation, Southern Sanitation, Inc. Contract, Dixie Drainfields, Inc. Contract Packet Page -1924- COLLIER COUNTY Board of county commissioners Item Number: 16.C.5. 7/24/2012 Item 16.C.5. Item Summary: Recommendation to award Invitation to Bid 12 -5902, "Sewage Hauling," to Dixie Drainfields, Inc., and Southern Sanitation, Inc., in the estimated annual amount of $75,000, to be shared between referenced vendors, effective August 1, 2012; and, terminate contracts procured under Invitation to Bid 09 -5300, "Sewage Hauling," to Dixie Drainfields, Inc., and Southern Sanitation, Inc., on July 31, 2012. Meeting Date: 7/24/2012 Prepared By Name: Johnsonlrene Title: Manager - Technical Support - WW,Wastewater 6/22/2012 8:28:48 AM Submitted by Title: Manager - Technical Support - WW,Wastewater Name: Johnsonlrene 6/22/2012 8:28:49 AM Approved By Name: HapkeMargie Title: Operations Analyst, Public Utilities Date: 6/26/2012 1:56:44 PM Name: NagySteve Title: Manager - Wastewater Collection, Wastewater Date: 6/26/2012 3:33:40 PM Name: ParkerNicole Title: Contracts Specialist,Purchasing & General Services Date: 6/27/2012 3:04:59 PM Name: Steve Messner Title: Plant Manager,Water Packet Page -1925- Date: 6/27/2012 3:05:52 PM Name: WardKelsey Title: Manager - Contracts Administration,Purchasing & Ge Date: 6/27/2012 3:28:34 PM Name: JohnssenBeth Date: 6/27/2012 3:55:20 PM Name: MarkiewiczJoanne Title: Manager - Purchasing Acquisition,Purchasing & Gene Date: 6/28/2012 2:59:27 PM Name: WidesTom Title: Director - Operations Support - PUD,Utilities Fina Date: 7/1/2012 7:48:05 AM Name: TeachScott Title: Deputy County Attorney,County Attorney Date: 7/3/2012 10:42:21 AM Name: Amysue Benker Title: Executive Secretary, Date: 7/6/2012 2:05:16 PM Name: YilmazGeorge Title: Administrator, Public Utilities Date: 7/9/2012 8:55:02 AM Name: KlatzkowJeff Title: County Attorney Date: 7/9/2012 9:56:52 AM Name: GreenwaldRandy Title: Management /Budget Analyst,Office of Management & B Date: 7/9/2012 1:09:08 PM Name: OchsLeo Title: County Manager Date: 7/10/2012 3:45:34 PM Packet Page -1926- 7/24/2012 Item 16.C.5. 7/24/2012 Item 16.C.5. AG ZEEMENT12 -5902 for Sewage Hauling THIS AGREEMENT, made and entered into on this day of 2012, by and between Southern Sanitation, Inc., authorized to do business in the State of Florida, whose business address is PO Box 7736, Naples, FL. 34101, hereinafter called the "Contractor" and Collier County, a political subdivision of the State of Florida, Collier County, Naples, hereinafter called the "County"; WITNESSETH: I. COMMENCEMENT. This Agreement shall commence on the date of the issuance of a Purchase Order. The contract term shall be for an initial two (2) year period, with an option by the parties to renew the contract yearly for a total contract length not to exceed four (4) years. The County shall give the Contractor written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK. The Contractor shall provide Sewage Hauling in accordance with the terms and conditions of Bid #12 -5902 and the Contractor's proposal referred to herein and made an integral part of this agreement. This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County Project or Contract Manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. 3. COMPENSATION. The County shall pay the Contractor for the performance of this Agreement the aggregate of the units actually ordered and furnished at the unit price of three hundred dollars ($300.00) per hour, together with the cost of any other charges /fees submitted in the proposal. Any additional items and /or services may be added by written contract modification in compliance with the Purchasing Policy. Any County agency may purchase products and services under this contract, provided sufficient funds are included in their budget(s). Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager or his designee, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act ". Page 1 of 7 . Packet Page -1927- s 7/24/2012 Item 16.C.5. 3.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non - payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. 4. SALES TAX. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. 5. NOTICES. All notices from the County to the Contractor shall be deemed duly served if mailed or faxed to the Contractor at the following Address: Southern Sanitation, Inc. PO Box 7736 Naples, FL. 34101 Attention: Matthew Beebe, President Phone: 239- 352 -2600 Fax: 239 -352 -6600 All Notices from the Contractor to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department 3327 Tamiami Trail, East Naples, Florida 34112 Attention: Purchasing & General Services Director Telephone: 239 - 252 -8975 Facsimile: 239 -252 -6480 The Contractor and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. 6. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Contractor or to constitute the Contractor as an agent of the County. 7. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all such permits issued by the County shall be processed internally by the County. All non - County permits necessary for the prosecution of the Work shall be procured and paid for by the Contractor. The Contractor shall also be solely responsible for Page 2 of 7 Packet Page -1928- 7/24/2012 Item 16.C.5. payment of any and all taxes levied on the Contractor. In addition, the Contractor shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Contractor agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Contractor. 8. NO IMPROPER USE. The Contractor will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Contractor or if the County or its authorized representative shall deem any conduct on the part of the Contractor to be objectionable or improper, the County shall have the right to suspend the contract of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty -four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to continence operation during the suspension period until the violation has been corrected to the satisfaction of the County. TERMINATION. Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said agreement immediately for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non - performance. 10. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 11. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1, 0 Per Occurrence, $1,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations, Independent Contractors; Products and Completed Operations and Contractual Liability, B. Business Auto Liability Coverage shall have minimum limits of $1,000,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non -Owned Vehicles and Employee Non - Ownership, C. Workers' Compens_: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $1,000,000 for each accident. Page 3 of 7 ^ Packet Page -1929- 7/24/2012 Item 16.C.5. D. Pollution Liability Insurance: Coverage shall have a minimum of $1,000,000 per occurrence. S2ecial Requirements: Collier County Government shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County ten (10) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all Sub Contractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 12. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Public Utilities Waste Water Department. 14. CONFLICT OF INTEREST: Contractor represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Contractor further represents that no persons having any such interest shall be employed to perform those services. 15. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the following component parts, all of which are as fully a part of the contract as if herein set out verbatim: Contractor's Proposal, Insurance Certificate, Bid #12 -5902 Specifications/ Scope of Services. Page 4 of 7 Packet Page -1930- 7/24/2012 Item 16.C.5. 16. SUBJECT TO APPROPRIATION It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Y Commissioners. 17. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004 -05, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and /or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and /or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 18. IMMIGRATION LAW COMPLIANCE. By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 19, OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 20. AGREEMENT TERMS If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 21. ADDITIONAL ITEMS /SERVICES Additional items and /or services may be added to this contract in compliance with the Purchasing Policy. 22. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision - making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision - making authority Page 5 of 7 Packet Page -1931- 7/24/2012 Item 16.C.5. and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 23. STANDARDS OF CONDUCT: PROTECT MANAGER SUPERVISOR EMPLOYEES The Contractor shall employ people to work under this Agreement who are neat, clean, well - groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment to perform work under this Agreement is not in the best interest of the County 23.1 The Contractor's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to insure that competent persons will be utilized in the performance of the contract. The Contractor shall assign as many people as necessary to complete the work on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the requirements of the work. 24. ORDER OF PRECEDENCE: In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Agreement shall take precedence over the terms of all other Contract Documents. 25. ASSIGNMENT: Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Contractor does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Contractor has assumed toward the County. Page 6 of 7 -- Packet Page -1932- 7/24/2012 Item 16.C.5. IN WITNESS WHEREOF, the Contractor and the County, authorized person or agent, hereunder set their hands and seals on the date eandeyear first above written. ATTEST: Dwight E. Brock, CIerk of Courts By: Dated: (SEAL) First Witness TType /print witness nameT Second Witness TType /print witness nameT Approved as to form and legal sufficiency: Assistant County Attorney Print Name Page 7 of 7 BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By: Fred W. Coyle, Chairman SOUTHERN SANITATION, INC. in Contractor Signature Typed signature and title �� Packet Page -1933- 7/24/2012 Item 16.C.5. A G R E E M E N T 12-5902 for Sewage Hauling THIS AGREEMENT, made and entered into on this day of 2012, by and between Dixie Drainfields, Inc., authorized to do business in the State of Florida, whose business address is 245 22nd Avenue NE. Naples, FL. 34120, hereinafter called the "Contractor" and Collier County, a political subdivision of the State of Florida, Collier County, Naples, hereinafter called the "County ": WITNESSETH: 1, COMMENCEMENT. This Agreement shall commence on the date of the issuance of a Purchase Order. The contract term shall be for an initial two (2) year period, with an option by the parties to renew the contract yearly for a total contract length not to exceed four (4) years. The County shall give the Contractor written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK. The Contractor shall provide Sewage Hauling in accordance with the terms and conditions of Bid #12 -5902 and the Contractor's proposal referred to herein and made an integral part of this agreement. This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County Project or Contract Manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. 3. COMPENSATION. The County shall pay the Contractor for the performance of this Agreement the aggregate of the units actually ordered and furnished at the unit price of three hundred dollars ($300.00) per hour, together with the cost of any other charges /fees submitted in the proposal. Any additional items and /or services may be added by written contract modification in compliance with the Purchasing Policy. Any County agency may purchase products and services under this contract, provided sufficient funds are included in their budget(s). Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager or his designee, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act", Page 1 of 7 Packet Page -1934- 7/24/2012 Item 16.C.5. 3.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non - payment under the legal doctrine of " Iaches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. 4. SALES TAX. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. g 5 NOTICES. All notices from the County to the Contractor shall be deemed duly served if mailed or faxed to the Contractor at the following Address: Dixie Drainfields, Inc. 245 22nd Avenue NE. Naples, FL. 34120 Attention: Timothy Beebe, President Phone: 239 -455 -3795 Fax: 239- 353 -1391 All Notices from the Contractor to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department 3327 Tamiami Trail, East Naples, Florida 34112 Attention: Purchasing & General Services Director Telephone: 239- 252 -8975 Facsimile: 239 - 252 -6480 The Contractor and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement writing. must be in 6. NO PARTNERSHIP, Nothing herein contained shall create or be construed as creating a partnership between the County and the Contractor or to constitute the Contractor as an agent of the County. 7. PERMITS: LI(-ENSES: TAXES. In compliance with _ction 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtF led by the Contractor. Payment for all such permits issued by the County shall be p- _)cessed internally by the County, All non - County permits necessary for the prosecr on of the Work shall be procured and paid for by the Contractor. The Contracto, shall also be solely responsible for Page 2 of 7 Packet Page -1935- 7/24/2012 Item 16.C.5. payment of any and all taxes levied on the Contractor. In addition, the Contractor shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Contractor agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Contractor. 8. NO IMPROPER USE. The Contractor will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Contractor or if the County or its authorized representative shall deem any conduct on the part of the Contractor to be objectionable or improper, the County shall have the right to suspend the contract of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty -four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 9. TERMINATION. Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said agreement immediately for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non - performance. 10. NO DISCRIMINATION. The Contractor agrees that there shall be no discrunination as to race, sex, color, creed or national origin. 11. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial Gen -aI Liability Coverage shall have minimum limits of $1,000,000 Per Occurrence, $1,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; p Independent Contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability Coverage shall have minimum limits of $1,000,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Own_ ed Vehicles, Hired and Non -Owned Vehicles and Employee Non - Ownership. C. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $1,000,000 for each accident. Page 3 of 7 Packet Page -1936- 7/24/2012 Item 16.C.5. D. Pollution Liability Insurance Coverage shall have a minimum of $1,000,000 per occurrence. Special Requirements: Collier County Government shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County ten (10) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all Sub Contractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 12. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13, CONTRACT ADMI_NISTRATION. This Agreement shall be administered on behalf of the County by the Public Utilities Waste Water Department. 14. CONFLICT OF iiv'1 - "I" Contractor represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Contractor further represents that no persons having any such interest shall be employed to perform those services. 15. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the following component parts, all of which are as fully a part of the contract as if herein set out verbatim: Contractor's Proposal, Insurance Certificate, Bid #12 -5902 Specifications /Scope of Services. Page 4 of 7 Packet Page -1937- 7/24/2012 Item 16.C.5. 16. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners. 17. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004 -05, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and /or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 18. IMMIGRATION LAW COMPLIANCE. By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 19. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 20. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 21. ADDITIONAL ITEMS /SERVICES. Additional items and /or services may be added to this contract in compliance with the Purchasing Policy. 22. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision - making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision - making authority Page 5 of 7 Packet Page -1938- 7/24/2012 Item 16.C.5. and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. Any suit or action brought by either . party to this Agreement against throught in the appropriate federal e other party relating to or arising out of this Agreement must be b or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 23. STANDARDS OF CONDUCT: PRO CT MANAGER SUPERVISOR EMPLOYEES. The Contractor shall employ people to work under this Agreement who are neat, clean, well - groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment to perform work under this Agreement is not in the best interest of the County 23.1 The Contractor's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to insure that competent persons will be utilized in the performance of the contract. The Contractor shall assign as e many people as necessary to complete the work on a timely basis, and each person assigned shall le available for an amount of time adequate to meet the requirements of the work. 24• ORDER OF PRECEDENCE: In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Agreement shall take precedence over the terms of all other Contract Documents, 25. ASSIGNMENT: Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Contractor does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Contractor has assumed toward the County. Page 6 of 7 Packet Page -1935- 0 7/24/2012 Item 16.C.5. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATTEST: Dwight E. Brock, Clerk of Courts By: Dated: (SEAL) First Witness TType /print witness name Second Witness "TType /print witness name% Approved as to form and legal sufficiency: Assistant County Attorney Print Name BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By: Fred W. Coyle, Chairman DIXIE DRAINFIELDS, INC. Contractor a Signature Typed signature and title Page 7 of 7 Packet Page -1940-