Agenda 10/12/2021 Item #16C2 (1st Amendment to #18-7416)10/12/2021
EXECUTIVE SUMMARY
Recommendation to approve a First Amendment to Agreement No. 18-7416 for Public Utilities
Lime Sludge Pond Cleaning to adjust the fee schedule rate during the remaining three-year
renewal term of the Agreement.
OBJECTIVE: To ensure the availability of services including removal and disposal of non-processed
lime sludge located in the holding pond located at the South County Regional Water Treatment Plant
(“SCRWTP”), as needed.
CONSIDERATIONS: The Public Utilities Water Division utilizes a lime softening treatment process at
the SCRWTP. To complete the process, raw water must be processed with slaked pebble lime that is
added for softening the water, then removed and processed into a sludge cake. When maintenance is
performed on the sludge thickener and/or sludge press, the processed sludge is discharged into a holding
pond that must be periodically removed and disposed of to an approved and permitted waste disposal site.
Prolime Corporation is currently under contract with the County under Agreement No.# 18-7416 (the
“Agreement”) and has provided satisfactory services to the County for several years, including the first
three years of the Agreement. The Agreement provides for an initial three-year term, with one three-year
renewal term. Prior to the expiration of the initial term on September 24, 2021, the parties exercised the
three-year renewal term.
At the time of renewal, Prolime Corporation requested that the Agreement be amended to update the rate
in its three-year old fee schedule. Staff negotiated the proposed rate included in the attached First
Amendment and recommends approval of the updated rate to apply during the remaining three-year
renewal term. Staff reviewed recent awards for this same service with various other agencies including
the City of North Miami Beach, Marco Island and the City of Naples and have confirmed the new rate
requested by Prolime Corporation is fair and reasonable. Before the exhaustion of the remaining renewal
term, staff will once again explore competitively soliciting for these services from qualified vendors.
Historically, the County spent approximately $36,000 in Fiscal Year 2020 and $0 in Fiscal year 2021;
however, the need for services may be greatly affected by a large storm event. The current rate for
services is $17.29 per cubic yard. The requested rate for the remaining three -year term is $24.90 per
cubic yard.
FISCAL IMPACT: Payment for services under the Agreement will come from the Water User Fee
Fund (408) as services are required. If use is similar to Fiscal Year 2020, estimated Fiscal Year 2022
spend will approximate $52,000. Funding is available in, and is consistent with, the FY2022 budget
approved by the Board of County Commissioners on September 23, 2021.
GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this
Executive Summary.
LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote
for Board approval. -SRT
RECOMMENDATION: That the Board approve a First Amendment to Agreement No. 18-7416 for
Public Utilities Lime Sludge Pond Cleaning with Prolime Corporation to adjust the fee schedule rate
during the remaining three-year renewal term of the Agreement and authorize the Chair to sign the
Amendment.
Prepared by: Donna Deeter, Contract Administration Specialist, Financial Operations Support Division
16.C.2
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10/12/2021
ATTACHMENT(S)
1. 18-7416_ProlimeCorp_Contract (PDF)
2. 18-7416 Prolime_1stAmendment_Vendor signed 2 (PDF)
16.C.2
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10/12/2021
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.C.2
Doc ID: 20242
Item Summary: Recommendation to approve a First Amendment to Agreement No. 18-7416 for
Public Utilities Lime Sludge Pond Cleaning to adjust the fee schedule rate during the remaining three-
year renewal term of the Agreement.
Meeting Date: 10/12/2021
Prepared by:
Title: – Public Utilities Department
Name: Drew Cody
10/01/2021 9:52 AM
Submitted by:
Title: Division Director - Operations Support – Public Utilities Operations Support
Name: Joseph Bellone
10/01/2021 9:52 AM
Approved By:
Review:
Procurement Services Ana Reynoso Level 1 Purchasing Gatekeeper Completed 10/01/2021 10:00 AM
Public Utilities Operations Support AmiaMarie Curry Additional Reviewer Completed 10/01/2021 10:50 AM
Procurement Services Sue Zimmerman Additional Reviewer Completed 10/01/2021 10:53 AM
Public Utilities Operations Support Jennifer Morse Additional Reviewer Completed 10/01/2021 10:59 AM
Public Utilities Operations Support Donna Deeter Additional Reviewer Completed 10/01/2021 12:49 PM
Procurement Services Sandra Herrera Additional Reviewer Completed 10/01/2021 1:38 PM
Water Steve Messner Additional Reviewer Completed 10/04/2021 9:33 AM
Public Utilities Department Drew Cody Level 1 Division Reviewer Completed 10/04/2021 11:33 AM
County Attorney's Office Scott Teach Level 2 Attorney Review Completed 10/04/2021 2:33 PM
Public Utilities Department Joseph Bellone Level 2 Division Administrator Review Completed 10/05/2021 10:06 AM
Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Completed 10/05/2021 10:18 AM
Growth Management Operations Support Christopher Johnson Additional Reviewer Completed 10/05/2021 12:00 PM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 10/05/2021 3:08 PM
County Manager's Office Amy Patterson Level 4 County Manager Review Completed 10/05/2021 3:52 PM
Board of County Commissioners Geoffrey Willig Meeting Pending 10/12/2021 9:00 AM
16.C.2
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FIXED TERM SERVICE AGREEMENT
18-7416
for
PUBLIC UTILITIES LIME SLUDGE POND CLEANING
THIS AGREEMENT, made and entered into on this day of SQ Vera20 , by
and between Prolime Corporation authorized
to do business in the State of Florida, whose business address is
58610 Van Dyke Road, Washington, MI 48094 the "Contractor") and Collier
County, a political subdivision of the State of Florida, (the "County"):
WITNESSETH:
1. AGREEMENT TERM. The Agreement shall be for a three 3 ) year period,
commencing C upon the date of Board approval of U OR and
terminating on three 3 ) year(s) from that date or until all outstanding Purchase
Order(s) issued prior to the expiration of the Agreement period have been completed or
terminated.
The County may, at its discretion and with the consent of the Contractor, renew the
Agreement under all of the terms and conditions contained in this Agreement for
one ( 1 ) additional three (3 ) year(s) periods. The County shall give the
Contractor written notice of the County's intention to renew the Agreement term prior to
the end of the Agreement term then in effect.
The County Manager, or his designee, may, at his discretion, extend the Agreement
under all of the terms and conditions contained in this Agreement for up to one hundred
and eighty (180) days. The County Manager, or his designee, shall give the Contractor
written notice of the County's intention to extend the Agreement term prior to the end of
the Agreement term then in effect.
2. COMMENCEMENT OF SERVICES. The Contractor shall commence the work upon
issuance of a • Purchase Order Notice to Proceed.
3. STATEMENT OF WORK. The Contractor shall provide services in accordance with the
terms and conditions of Request for Proposal (RFP) [ Invitation to Bid (ITB)
fl Other 18-7416, including
all Attachment(s), Exhibit(s) and Addenda and the Contractor's proposal referred to
herein and made an integral part of this Agreement.
U The Contractor shall also provide services in accordance with Exhibit A— Scope of
Services attached hereto.
C(11-17)
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Fixed Term Service Agreement#2017-002(Ver.1)
16.C.2.a
Packet Pg. 715 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
3.1 This Agreement contains the entire understanding between the parties and any
modifications to this Agreement shall be mutually agreed upon in writing by the Parties,
in compliance with the County's Procurement Ordinance, as amended, and Procurement
Procedures in effect at the time such services are authorized.
4. THE AGREEMENT SUM. The County shall pay the Contractor for the performance of
this Agreement based on Exhibit B- Fee Schedule, attached hereto and the price
methodology as defined in Section 4.1. Payment will be made upon receipt of a proper
invoice and upon approval by the County's Contract Administrative Agent/Project
Manager, and in compliance with Chapter 218, Fla. Stats., otherwise known as the"Local
Government Prompt Payment Act".
4.1 Price Methodology (as selected below):
n • - -
transferred from the County to the contractor; and, as a business practice there arc no
hourly or material invoices presented, rather, the contractor must perform to the
is authorized.
of hours times hourly rate), and for materials and equipment used in the project (cost of
of hours worked and billing rate by position (and not company (or subcontractor)
Unit Price: The County agrees to pay a firm total fixed price (inclusive of all costs,
including labor, materials, equipment, overhead, etc.) for a repetitive product or service
delivered (i.e. installation price per ton, delivery price per package or carton, etc.). The
invoice must identify the unit price and the number of units received (no contractor
inventory or cost verification).
4.2 Any County agency may obtain services under this Agreement, provided
sufficient funds are included in their budget(s).
4.3 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 the Agreement. 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.
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Fixed Term Service Agreement#2017-002(Vet I)
16.C.2.a
Packet Pg. 716 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
Travel and
Reimbursable Expenses must be approved in advance in writing by the County. Travel
expenses shall be reimbursed as per Section 112.061 Fla. Stats.
Mileage 0.14.5 per mile
Breakfast 6-90
Lunch 4-1-88
Din net 10.08
Airfare Actual ticket cost limited to tourist or coach clacc farc
l al-sat
vehicles
Ledging
a s.
items will be paid only after Contractor has provided all receipts. Contractor shall be
5. 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. Collier County, Florida as a political subdivision of the State of Florida, is
exempt from the payment of Florida sales tax to its vendors under Chapter 212, Florida
Statutes, Certificate of Exemption # 85-8015966531C.
6. NOTICES. All notices from the County to the Contractor shall be deemed duly served if
mailed or emailed to the Contractor at the following:
Company Name: Prolime Corporation
Address: 58610 Van Dyke Road
Washington,MI 48094
Authorized Agent: Robert V.Rogers,President
Attention Name & Title:
Telephone:586-781-7070
E-Mail(s): email@prolime.net
All Notices from the Contractor to the County shall be deemed duly served if mailed or
emailed to the County to:
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Fixed Term Service Agreement#2017-002(Ver.I)
16.C.2.a
Packet Pg. 717 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
Board of County Commissioners for Collier County, Florida
Division Name: WATER
Division Director: STEVE MESSNER
Address: 3851 City Gate Dr.
Naples,FL 34117
Administrative Agent/PM: RANDY LEWIS(copies to Sue Zimmerman,Contract Specialist)
Telephone: 239-252-6111
E-Mail(s): Randy.Lewis@Colliercountyfl.gov(Sue.Zimmerman@Colliercountyfl.gov)
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.
7. 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.
8. 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. The County
will not be obligated to pay for any permits obtained by Subcontractors.
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 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.
9. 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
Agreement 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.
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Packet Pg. 718 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
10. 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 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 the
non-performance.
In the event that the County terminates this Agreement, Contractor's recovery against the
County shall be limited to that portion of the Agreement Amount earned through the date
of termination. The Contractor shall not be entitled to any other or further recovery against
the County, including, but not limited to, any damages or any anticipated profit on portions
of the services not performed.
11. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to
race, sex, color, creed or national origin.
12. INSURANCE. The Contractor shall provide insurance as follows:
A. n Commercial General Liability: Coverage shall have minimum limits of
1,000,000 Per Occurrence, $2,000,000 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. II 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. 0 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.
D.
F.
staim:
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Fixed Term Service Agreement#2017-002(Ver.1)
16.C.2.a
Packet Pg. 719 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
Special Requirements: Collier County Board of County Commissioners, OR, Board of
County Commissioners in Collier County, OR, Collier County Government shall be listed
as the Certificate Holder and included as an "Additional Insured" on the Insurance
Certificate for Commercial General Liability where required. This insurance shall be
primary and non-contributory with respect to any other insurance maintained by, or
available for the benefit of, the Additional Insured and the Contractor's policy shall be
endorsed accordingly.
Current, valid insurance policies meeting the requirement herein identified shall be
maintained by Contractor during the duration of this Agreement. The Contractor shall
provide County with certificates of insurance meeting the required insurance provisions.
Renewal certificates shall be sent to the County thirty (30) days prior to any expiration
date. Coverage afforded under the policies will not be canceled or allowed to expire until
the greater of: thirty (30) days prior written notice, or in accordance with policy provisions.
Contractor shall also notify County, in a like manner, within twenty-four (24) hours after
receipt, of any notices of expiration, cancellation, non-renewal or material change in
coverage or limits received by Contractor from its insurer, and nothing contained herein
shall relieve Contractor of this requirement to provide notice.
Contractor shall ensure that all subcontractors comply with the same insurance
requirements that the Contractor is required to meet.
13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor
shall defend, 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, whether resulting from any claimed breach of this
Agreement by Contractor, any statutory or regulatory violations, or from personal injury,
property damage, direct or consequential damages, or economic loss, 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.
13.1 The duty to defend under this Article 13 is independent and separate from the duty to
indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor,
County and any indemnified party. The duty to defend arises immediately upon
presentation of a claim by any party and written notice of such claim being provided to
Contractor. Contractor's obligation to indemnify and defend under this Article 13 will survive
the expiration or earlier termination of this Agreement until it is determined by final judgment
that an action against the County or an indemnified party for the matter indemnified
hereunder is fully and finally barred by the applicable statute of limitations.
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16.C.2.a
Packet Pg. 720 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
II
14. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of
the County by the Water Division
15. 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.
16. COMPONENT PARTS OF THIS AGREEMENT. This Agreement consists of the following
component parts, all of which are as fully a part of the Agreement as if herein set out
verbatim: Contractor's Proposal, Insurance Certificate(s), • Exhibit A Scope of Services,
Exhibit B Fee Schedule, _ RFP/ [ ITB/11 Other
18-7416 , including Exhibits, Attachments and Addenda/Addendum, — stitosequeR4
quotes, and n Other Exhibit/Attachment:
17. APPLICABILITY. Sections corresponding to any checked box ( ) expressly apply to
the terms of this Agreement.
18. 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.
19. 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, as amended, 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 Agreement held by the individual and/or firm for cause.
20. COMPLIANCE WITH LAWS. By executing and entering into this Agreement, the
Contractor is formally acknowledging without exception or stipulation that it agrees to
comply, at its own expense, with all federal, state and local laws, codes, statutes,
ordinances, rules, regulations and requirements applicable to this Agreement, including
but not limited to those dealing with 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; taxation, workers' compensation, equal employment and safety including, but
not limited to, the Trench Safety Act, Chapter 553, Florida Statutes, and the Florida Public
Records Law Chapter 119, including specifically those contractual requirements at F.S. §
119.0701(2)(a)-(b) as stated as follows:
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Fixed Term Service Agreement#2017-002(Ver.I)
16.C.2.a
Packet Pg. 721 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS
AT:
Communication and Customer Relations Division
3299 Tamiami Trail East, Suite 102
Naples, FL 34112-5746
Telephone: (239) 252-8383
The Contractor must specifically comply with the Florida Public Records Law to:
1. Keep and maintain public records required by the public agency to perform the
service.
2. Upon request from the public agency's custodian of public records, provide the
public agency with a copy of the requested records or allow the records to be
inspected or copied within a reasonable time at a cost that does not exceed the
cost provided in this chapter or as otherwise provided by law.
3. Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law
for the duration of the contract term and following completion of the contract if the
Contractor does not transfer the records to the public agency.
4. Upon completion of the contract, transfer, at no cost, to the public agency all
public records in possession of the Contractor or keep and maintain public
records required by the public agency to perform the service. If the Contractor
transfers all public records to the public agency upon completion of the contract,
the Contractor shall destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements. If the
Contractor keeps and maintains public records upon completion of the contract,
the Contractor shall meet all applicable requirements for retaining public records.
All records stored electronically must be provided to the public agency, upon
request from the public agency's custodian of public records, in a format that is
compatible with the information technology systems of the public agency.
If Contractor observes that the Contract Documents are at variance therewith, it shall
promptly notify the County in writing. 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.
21. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County
encourages and agrees to the successful Contractor extending the pricing, terms and
conditions of this solicitation or resultant Agreement to other governmental entities at the
discretion of the successful Contractor.
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16.C.2.a
Packet Pg. 722 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
22. PAYMENTS WITHHELD. The County may decline to approve any application for
payment, or portions thereof, because of defective or incomplete work,
subsequently discovered evidence or subsequent inspections. The County may nullify
the whole or any part of any approval for payment previously issued and the County
may withhold any payments otherwise due Contractor under this Agreement or any
other Agreement between the County and Contractor, to such extent as may be
necessary in the County's opinion to protect it from loss because of: (a) defective Work
not remedied; (b) third party claims failed or reasonable evidence indicating probable
fling of such claims; (c) failure of Contractor to make payment properly to
subcontractors or for labor, materials or equipment; (d) reasonable doubt that the
Work can be completed for the unpaid balance of the Contract Amount; (e) reasonable
indication that the Work will not be completed within the Contract Time; (f)
unsatisfactory prosecution of the Work by the Contractor; or (g) any other material
breach of the Contract Documents.
If any conditions described above are not remedied or removed, the County may, after
three (3) days written notice, rectify the same at Contractor's expense. The County also
may offset against any sums due Contractor the amount of any liquidated or unliquidated
obligations of Contractor to the County, whether relating to or arising out of this Agreement
or any other Agreement between Contractor and the County.
23. rill CLEAN UP. Contractor agrees to keep the Project site clean at all times of debris,
rubbish and waste materials arising out of the Work. At the completion of the Work,
Contractor shall remove all debris, rubbish and waste materials from and about the Project
site, as well as all tools, appliances, construction equipment and machinery and surplus
materials, and shall leave the Project site clean.
24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES.
The Contractor shall employ people to work on County projects 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 on Collier County projects is not in the best interest of the County.
25. 0 WARRANTY. Contractor expressly warrants that the goods, materials and/or
equipment covered by this Agreement will conform to the requirements as specified, and
will be of satisfactory material and quality production, free from defects, and sufficient for
the purpose intended. Goods shall be delivered free from any security interest or other
lien, encumbrance or claim of any third party. Any services provided under this Agreement
shall be provided in accordance with generally accepted professional standards for the
particular service. These warranties shall survive inspection, acceptance, passage of title
and payment by the County.
Contractor further warrants to the County that all materials and equipment furnished under
the Contract Documents shall be applied, installed, connected, erected, used, cleaned
and conditioned in accordance with the instructions of the applicable manufacturers,
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Packet Pg. 723 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
fabricators, suppliers or processors except as otherwise provided for in the Contract
Documents.
If, within one (1) year after final completion, any Work is found to be defective or not in
conformance with the Contract Documents, Contractor shall correct it promptly after
receipt of written notice from the County. Contractor shall also be responsible for and pay
for replacement or repair of adjacent materials or Work which may be damaged as a result
of such replacement or repair. These warranties are in addition to those implied
warranties to which the County is entitled as a matter of law.
26. j TESTS AND INSPECTIONS. If the Contract Documents or any codes, laws,
ordinances, rules or regulations of any public authority having jurisdiction over the Project
requires any portion of the Work to be specifically inspected, tested or approved,
Contractor shall assume full responsibility therefore, pay all costs in connection therewith
and furnish to the County the required certificates of inspection, testing or approval. All
inspections, tests or approvals shall be performed in a manner and by organizations
acceptable to the County.
27. II PROTECTION OF WORK.
A. Contractor shall fully protect the Work from loss or damage and shall bear the cost
of any such loss or damage until final payment has been made. If Contractor or
anyone for whom Contractor is legally liable is responsible for any loss or damage
to the Work, or other work or materials of the County or County's separate
contractors, Contractor shall be charged with the same, and any monies necessary
to replace such loss or damage shall be deducted from any amounts due Contractor.
B. Contractor shall not load nor permit any part of any structure to be loaded in any
manner that will endanger the structure, nor shall Contractor subject any part of the
Work or adjacent property to stresses or pressures that will endanger it.
C. Contractor shall not disturb any benchmark established by the County with respect
to the Project. If Contractor, or its subcontractors, agents or anyone, for whom
Contractor is legally liable, disturbs the County's benchmarks, Contractor shall
immediately notify the County. The County shall re-establish the benchmarks and
Contractor shall be liable for all costs incurred by the County associated therewith.
28. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials form
specifications shall be approved in writing by the County in advance.
29. CHANGES IN THE WORK. The County shall have the right at any time during the
progress of the Work to increase or decrease the Work. Promptly after being notified of a
change, Contractor shall submit an estimate of any cost or time increases or savings it
foresees as a result of the change. Except in an emergency endangering life or property,
or as expressly set forth herein, no addition or changes to the Work shall be made except
upon modification of the Purchase Order by the County, and the County shall not be liable
to the Contractor for any increased compensation without such modification. No officer,
employee or agent of the County is authorized to direct any extra or changed work orally.
Any modifications to this Agreement shall be in compliance with the County Procurement
Ordinance and Procedures in effect at the time such modifications are authorized.
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Packet Pg. 724 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
30. 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.
31. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this
Agreement in compliance with the Procurement Ordinance, as amended, and
Procurement Procedures.
32. 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 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.
33. VENUE. 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.
34. KEY PERSONNEL. The Contractor's personnel and management to be utilized for
this project shall be knowledgeable in their ares of expertise. The County reserves the
right to perform investigations as may be deemed necessary to ensure that competent
as many people as necesary to complete the services on a timely basis, and each person
met: (1) Proposed replacements have substantially the same or better qualifications
seven (7) days of the change. The County retains final approval of proposed replacement
personnel.
n AGREEMENT STAFFING.The Contractor's personnel and management to be utilized
for this Agreement shall be knowledgeable in their areas of expertise. The County
reserves the right to perform investigations as may be deemed necessary to ensure that
competent persons will be utilized in the performance of the Agreement. The Contractor
shall assign as many people as necessary to complete required services on a timely basis,
and each person assigned shall be available for an amount of time adequate to meet
required services.
Page 11 of 17
Fixed Term Service Agreement#2017-002(Ver.1)
16.C.2.a
Packet Pg. 725 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
35. n ORDER OF PRECEDENCE. In the event of any conflict between or among the terms
of any of the Contract Documents, the terms of solicitation the Contractor's Proposal,
and/or the County's Board approved Executive Summary, the Contract Documents shall
take precedence.
Executive Summary, the terms of the Agreement shall take precedence over the terms of
precedence over the Agreement. To the extent any conflict in the terms of the Contract
obligation under the Contract Documents upon the Contractor at County's discretion.
36. 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.
37. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as
amended. Background checks are valid for five (5) years and the Contractor shall be
responsible for all associated costs. If required, Contractor shall be responsible for the
costs of providing background checks by the Collier County Facilities Management
Division for all employees that shall provide services to the County under this Agreement.
This may include, but not be limited to, checking federal, state and local law enforcement
records, including a state and FBI fingerprint check, credit reports, education, residence
and employment verifications and other related records. Contractor shall be required to
maintain records on each employee and make them available to the County for at least
four(4)years. All of Contractor's employees and subcontractors must wear Collier County
Government Identification badges at all times while performing services on County
facilities and properties. Contractor ID badges are valid for one (1) year from the date of
issuance and can be renewed each year at no cost to the Contractor during the time
period in which their background check is valid, as discussed below. All technicians shall
have on their shirts the name of the contractor's business.
The Contractor shall immediately notify the Collier County Facilities Management Division
via e-mail (DL-FMOPS@colliergov.net) whenever an employee assigned to Collier
County separates from their employment. This notification is critical to ensure the
continued security of Collier County facilities and systems. Failure to notify within four (4)
hours of separation may result in a deduction of$500 per incident.
Page 12 of 17
Fixed Term Service Agreement#2017-002(Ver.I)
16.C.2.a
Packet Pg. 726 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
38. III SAFETY. All Contractors and subcontractors performing service for Collier County are
required and shall comply with all Occupational Safety and Health Administration (OSHA),
State and County Safety and Occupational Health Standards and any other applicable
rules and regulations. Also, all Contractors and subcontractors shall be responsible for
the safety of their employees and any unsafe acts or conditions that may cause injury or
damage to any persons or property within and around the work site.
Collier County Government has authorized the Occupational Safety and Health
Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way
for the purpose of inspection of any Contractor's work operations. This provision is non-
negotiable by any division/department and/or Contractor. All applicable OSHA inspection
criteria apply as well as all Contractor rights, with one exception. Contractors do not have
the right to refuse to allow OSHA onto a project that is being performed on Collier County
Property. Collier County, as the owner of the property where the project is taking place
shall be the only entity allowed to refuse access to the project. However, this decision
shall only be made by Collier County's Risk Management Division Safety Manager and/or
Safety Engineer.
Intentionally left blank-signature page to follow)
Page 13 of 17
Fixed Term Service Agreement#2017-002(Ver.l)
16.C.2.a
Packet Pg. 727 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
IN WITNESS WHEREOF,the parties hereto, have each, respectively, by an authorized person
or agent, have executed this Agreement on the date and year first written above.
ATTEST: BOARD OF OU Y COM,RS
COLLIE OU Y, - g
Crystal Kinzel, Cl- k of Courts
a By
ChairmanANDYSOLIS
Dated:in I i
SEAL) r + *St as to Chairman's
sign.atu;re only,
Contractor's "Witnesses: Prolime Corporation
Contractor
62 .1i a itt/,,,t,l, By:
Contractor's First Witness Si
4c2_,__
a ure k'v e-727-1/,t. /206
P26 +oEir-I 0
11 pix„ it . i-foQ_tell TType/print signature and thief*
TType/print witness n-met
i A a`
Contractor's Second Witness
Aktwiauirra
TTYP Pe/ rint witness nam
Ap ov d as to F d Legality:
2f_.L._
b2 puck-.1 Cou V Attorney
Print Name
Page 14 of 17
Fixed Term Service Agreement#2017-002(Ver.l) , I
16.C.2.a
Packet Pg. 728 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
Exhibit A
Scope of Services
U following this page (containing
1 pages)
n this exhibit is not applicable
Page 15 of 17
Fixed Term Service Agreement#2017-002(Ver.1)
16.C.2.a
Packet Pg. 729 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
DETAILED SCOPE OF WORK
The work performed under this agreement consists of the hauling and disposal of diverted lime sludge from the holding pond located at
the Collier County South Regional Water Treatment Plant,to a legally approved location determined by the Contractor and includes the
modification and restoration of the pond berm as required.
Currently,the holding pond measures 250'by 250'by 6'-7'deep.The estimated amount of sludge is 5'deep and covers approximately
70% of the pond volume. This calculates to approximately 8,100 cubic yards; with an estimated 25 cubic yards per load; there is
approximately 325 truckloads to be removed. These measurements are subject to change for future work depending on the volume of
diverted lime sludge produced by the plant.
The County will conduct a preliminary measurement of the sludge pond and estimate cubic yards of sludge prior to the start of
each service.Then the County will verify each truck load is full and record each truck load.
This scope of work includes the following:
I. Provide pumps and dewatering services
2. Provide all equipment to load and remove the sludge;excavator or loader and/or dozer for site prep and removal of sludge
3. Removal of berm,building of roadway into the pond utilizing lime rock as needed
4. Provide trucks with sealed tailgates and safety winders to prevent any spillage on the plant property or Public Roadways
5. Provide a legal disposal site and or process for all removed sludge
6. Provide equipment and material to replace pond berm to existing slope specifications
7. Provide sod to repair any damage to the pond berm after returning to original specifications
8. Note:a preliminary meeting prior to start with the County and Contractor to determine and agree on the definition of"clean"and
on the amount of lime to be removed
The Contractor identified and addressed in the bid to ITB#18-7416,the following components,in their cost per cubic yard:
1. Mobilization and demobilization of equipment
2. Site preparation and site restoration
3. Conditioning,loading,transport and disposal of lime residuals
4. Use of legal disposal site(s),and its location.
16.C.2.a
Packet Pg. 730 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
Exhibit B
Fee Schedule
following this page (containing pages)
Page 16 of 17
Fixed Term Service Agreement#2017-002(Ver.l)
16.C.2.a
Packet Pg. 731 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
18-7416
Fee Schedule
Summary Description Per Cubic Yard
Provide a price per cubic yard, based on the $17.29
scope of services assessment, for the hauling
and disposal of diverted lime sludge from the
holding pond located at the Coll ier County
South Regional Water Treatment Plant, to a
legally approved location determined by the
Contractor and includes the modification and
restoration of the pond berm as required.
t iyr T
16.C.2.a
Packet Pg. 732 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
Other Exhibit/Attachment
Description:
7 following this page (containing pages)
this exhibit is not applicable
Page 17 of 17
Fixed Term Service Agreement#2017-002(Ver.l)
16.C.2.a
Packet Pg. 733 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
1 ® DATE(MM/DD/YYYY)
A D CERTIFICATE OF LIABILITY INSURANCE 9/7/2018
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER CONTACT Marlene MillerNAME:
VTC Insurance Group A/OPHNE
No.Ext): (248)888-0371 FA/C,No): (248)471-0641
37000 Grand River Ste. 150 E-MAILADDRESS:marlenemiller@vtcins.com
INSURER(S)AFFORDING COVERAGE NAIC#
Farmington Hills MI 48335 INsuRERAAmerisure Insurance Company 19488
INSURED INSURERB:Continental Casualty Co 20443
Prolime Corporation INSURERC:
58610 Van Dyke INSURERD:
INSURER E:
Washington MI 48094 INSURER F:
COVERAGES CERTIFICATE NUMBER:18/19 Pkg/Auto/Umb REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED 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.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR ADDL SUBR POLICY EFF POLICY EXP
LIMITS
LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/DD/YYYY) IMM/DD/YYYY)
X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 1,000,000
DAMAGE
A CLAIMS-MADE X OCCUR
PREMSESO(
Ea occu
RENTED 300,000
X CPP210214300 7/21/2018 7/21/2019 MED EXP(Any one person) _$ 5,000
PERSONAL BADV INJURY $ 1,000,000
GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000
X POLICY PRO-JECT LOC PRODUCTS-COMP/OP AGG $ 2,000,000
OTHER:
AUTOMOBILE LIABILITY
COMBINED SINGLE LIMIT $ 1,000,000Eaaccident)
X ANY AUTO
BODILY INJURY(Per person) $
A ALL OWNED SCHEDULED CA210214200 7/21/2018 7/21/2019 BODILY INJURY(Per accident) $
AUTOS AUTOS
NON-OWNED PROPERTY DAMAGE
X HIRED AUTOS X AUTOS Per accident)
Uninsured motorist combined $ 1,000,000
X UMBRELLA LIAB X OCCUR EACH OCCURRENCE
r$
2,000,000
A
EXCESSLIAB CLAIMS-MADE AGGREGATE 2,000,000
DED X RETENTION$ 0 CU210214401 7/21/2018 7/21/2019
WORKERS COMPENSATION X PER 0TH-
AND EMPLOYERS'LIABILITY
STATUTE ER
YIN
ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT 500,000
OFFICER/MEMBER EXCLUDED? N I A
A (Mandatory in NH) WC210214100 7/21/2018 7/21/2019 E.L.DISEASE-EA EMPLOYEE $ 500,000
If yes,describe under
DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000
B EPLI 287285560 7/21/2018 7/21/2020 Limit 1,000,000
Deductible 5,000
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required)
Solicitation #18-7416 Public Utilities Li
Where required by written contract, Collier County Government is Additional Insured on the General
Liability policy with respect to liability arising out of ongoing and completed operations performed by
the named insured. Insurer will endeavor to mail 30 days written notice of cancellation to the
certificate holder; however, failure to do so will impose no liability of any kind upon the insurer or
its agents or representatives.
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
Collier County Government THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
Procurement Services Division
ACCORDANCE WITH THE POLICY PROVISIONS.
3327 Tamiami Trail E
Naples, FL 34112 AUTHORIZED REPRESENTATIVE
Mark Provo/MEAA
1988-2014 ACORD CORPORATION. All rights reserved.
ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD
NS025(201401)
16.C.2.a
Packet Pg. 734 Attachment: 18-7416_ProlimeCorp_Contract (20242 : Lime Sludge Pond Cleaning)
16.C.2.b
Packet Pg. 735 Attachment: 18-7416 Prolime_1stAmendment_Vendor signed 2 (20242 : Lime Sludge Pond Cleaning)
16.C.2.b
Packet Pg. 736 Attachment: 18-7416 Prolime_1stAmendment_Vendor signed 2 (20242 : Lime Sludge Pond Cleaning)
16.C.2.bPacket Pg. 737Attachment: 18-7416 Prolime_1stAmendment_Vendor signed 2 (20242 : Lime Sludge Pond Cleaning)