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#21-7921 (Brenntag Mid-South, Inc.)
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. Risk Risk Management 2. County Attorney Office County Attorney Office 5/2 �/2 � 4. BCC Office Board of County Commissioners W/h by 17 2/25I22 4. Minutes and Records Clerk of Court's Office / 05/202 4:D54"11' 5. Procurement Services Procurement Services PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Vanessa Miguel/Procurement Contact Information 239-252-6020 Contact/Department Agenda Date Item was February 22,2022 Agenda Item Number 16.C.1. Approved by the BCC Type of Document Agreement Number of Original 1 Attached _ Documents Attached PO number or account N/A 21-7921 Brenntag number if document is Brenntag Mid- South,Inc. ✓ to be recorded South, Inc. INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature STAMP OK N/A 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be VM signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the VM document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's VM signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip N/A should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certaRECEIVED time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on February 22,2022 and all changes ma FIfE 2 2 2O22. N/A is not during the meeting have been incorporated in the attached document. The County an option for Attorney's Office has reviewed the changes,if applicable. p "/' this line. 9. Initials of attorney verifying that the attached document is the version approved by th2''sk Managemen /A is not BCC,all changes directed by the BCC have been made,and the document is ready for the an option for Chairman's signature. 5 r1 this line. FIXED TERM SERVICE MULTI-CONTRACTOR AWARD AGREEMENT # 21-7921 for COUNTYWIDE CHEMICALS THIS AGREEMENT, made and entered into on this (4r day of A-ebf0ary 2022 , by and between Brenntag Mid-South, Inc. authorized to do business in the State of Florida, whose business address is 1405 Highway 136 West. Henderson, KY 42420 _, (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 I; or 1■1 on March 1, 2022 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 two ( 2 ) additional one ( 1 ) 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 ❑ . 3. STATEMENT OF WORK. The Contractor shall provide services in accordance with the terms and conditions of ■ Invitation to Bid (ITB) Other ( )# 21-7921 including all Attachment(s), Exhibit(s) and Addenda and the Contractor's proposal referred to herein and made an integral part of this Agreement. 1•1 The Contractor shall also provide services in accordance with Exhibit A — Scope of Services attached hereto. Page 1 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 `i;Av 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. 3.2 • The procedure for obtaining Work under this Agreement is outlined in Exhibit A — Scope of Services attached hereto. • n other Exhibit/Attachment: 3❑ • 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): ❑ Lump Sum (Fixed Price): A firm fixed total prise-eff ; tr satisfaction of the County's project manager before payment for the fixed price contract is authorized. n atera . • of hours worked and billing rate by position (and not company (or subcontractor) timekeepin S and other reimbursable documentation for the project. • 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). Page 2 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 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. 4.3 The County, or any duly authorized agents or representatives of the County, shall have the right to conduct an audit of Contractor's books and records to verify the accuracy of the Contractor's claim with respect to Contractor's costs associated with any Payment Application, Change Order, or Work Directive Change. 4-5 n : Travel and Reimbursable Expenses must bc approved in advance in writing by the County. Travel expenses shall bc reimbursed as per Section 112.061 Fla. Stats. • Mileage $0.44.5 per mile Breakfast $6-00 1h $44700 $4-9.00 Airfare does-fare mat--ear Actual rental cost limited to compact or Racking Aetbia-1-6064-Of parking Taxi or Airport Limousine Actual cost of either taxi or airport limousine long distance charges, fax charges, photocopying charges and postage. Reimbursable items will be paid only after Contractor has provided all receipts. Contractor shall be responsible for all other costs and expenses associated with activities and solicitations undertaken pursuant to this Agreement. 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. Page 3 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 ‘`U 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: Brenntag Mid-South, Inc. Address: 250 Central Florida Parkway Orlando, Florida 32824 Authorized Agent: Attention Name & Title: Stephanie Ubach Telephone: (270) 855-0694 / (800) 875-1727 E-Mail(s): Subach@brenntag.com All Notices from the Contractor to the County shall be deemed duly served if mailed or emailed to the County to: Board of County Commissioners for Collier County, Florida Division Director: Steve Messner Division Name: Water Division Address: 3339 Tamiami Trail East, Suite 303 Naples, FL 34112 Administrative Agent/PM: Howard Brogdon, Plant Manager Telephone: (239) 252-5252 E-Mail(s): Howard.Brogdon@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. Page 4 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.I CAO 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. 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 the sole judge of 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. ■ Commercial General Liability: Coverage shall have minimum limits of $ 1,000,000 Per Occurrence, $2,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability. B. ■ Business Auto Liability: Coverage shall have minimum limits of$ 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' 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 5 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 0 B- liability for claims arising out of the performance of professional services under this Agreement. Contractor waives its right of recovery against County as to any claims under this insurance. Such insurance shall have limits of not less than $ each claim and aggregate. F, n Pollution : Coverage shall have minimum limits of$ 1,000,000 per Occurrence. 6 - o e age shall have minimum limits of$ per claim. 44, 7 vecage shall have minimum limits of$ per claim. 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 Page 6 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 ct'0 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. 14. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Public Utilities Department 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), I■1 Exhibit A Scope of Services, Exhibit B Fee Schedule, n RFP/ • ITB/n Other #21-7921 , including Exhibits, Attachments and Addenda/Addendum, ❑ subsequent quotes, and ❑ 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, Page.7 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 C1•() 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, if applicable, including specifically those contractual requirements at F.S. § 119.0701(2)(a)-(b) as stated as follows: 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: Communications, Government and Public Affairs Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8999 Email: PublicRecordRequest(a colliercountyfl.gov 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. Page 8 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 0 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. 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 to 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. [•I 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. Page 9 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 CPS) 25. WARRANTY, Contractor expressly warrants that the goods, materials and/or will be of satisfactory material and quality production, free from defects, and sufficient for the purpose intended. Goods shall be delivered frcc from any security interest or other lien, encumbrance or claim of any third party. Any services provided under this Agreement Docurnents, warranties to which the County is entitled as a matter of law. 26. 0 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. n 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 to 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. Page 10 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 28. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from 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. 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. n KEY PERSON . • • • • • • Page 11 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 NV) met: (1) Proposed replacements have substantially the same or better qualifications as far in advance as possible. The Contractor shall make commercially r osonable efforts to notify Collier County within seven (7) days of the change. The County retains final approval of proposed replacement persepRek ❑■ 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. 35. • 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. • precedence over the Agreement. To the extent any conflict in the terms of the Contract Documents cannot be resolved by application of the Supplemental Conditions, if any, or the Agreement, the conflict shall be resolved by imposing the more strict or costly 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 Page 12 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 "tii 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$500 per incident. 38. 10 SAFETY. All Contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also, all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non- negotiable by any division/department and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. (Intentionally left blank -signature page to follow) Page 13 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.l CM) IN WITNESS WHEREOF, the parties hereto, by an authorized person or agent, have executed this Agreement on the date and year first written above. ATTEST: BOARD OF COUNTY COMMISSIONERS Crystal K. Kinzel, Clerk of the Circuit COLLIER CO" 1., ;IDA Court'and Comptroller b_d 61) , .ler_ 0111111°," By: OA . . kJ.i - J By: �•% +' Willi; L. McDaniel, Jr. , Chairman Dated: ► LEI , AAVW §� 2 (SEAL ' ,$. 61 chairman's signature only. Contractor's Witnesses: Brenntag Mid-South, Inc. Contractor DBA _CLI'�p�� By: J'�1,1V% Contfactor s First Witness Sign to Ray Sibbitt Director of Municipal Development Stephanie Ubach TType/print signature and titleT TType/print witness nameT /0-- Vt ' • Ye' STEPHANIEUBACH Contractor's Second Witness .: =•` '•.,_ MY COMMISSION#GG 223464 .a7b.s.Po_ EXPIRES:September 11,2022 FOF FS° Bonded Thru Notary Public Underwriters Melissa Sparrow TType/print witness nameT A•• % a o F rm a,7id Legality: 't .*y County Attorney Print Name Page 14 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.I 4.7?4 Exhibit A Scope of Services ❑■ following this page (pages 1 through 3 ) ❑ this exhibit is not applicable Page 15 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 Invitation to Bid (ITB) #21-7921 "Countywide Chemicals" EXHIBIT A SCOPE OF SERVICES Collier County's Public Utilities Department manages two regional water plants, two regional wastewater treatment plants, and several other sites where chemicals are stored and used to treat the County's water and wastewater supply. The Parks and Recreation Division manages five aquatic/pool venues where bulk and non-bulk chemicals are stored and used on a routine basis. DETAILED SCOPE OF WORK Suppliers shall provide the chemicals, inclusive of all storage tanks, charges and fees (including fuel surcharges)as outlined on Exhibit B Fee Schedule of this Agreement, to the County Departments/Divisions for the duration of the agreement period. The County, at its discretion, reserves the right to add additional delivery locations. Modification to this scope or agreement is not required for any added location. The terms"Supplier"and"Contractor" shall be used interchangeably throughout this scope and Agreement. A. FACILITY LOCATIONS (informational purposes only): Water Treatment Plants • North Collier Regional Water Treatment Plant(NRWTP) 8005 Vanderbilt Beach Road Extension Naples, FL • South Collier Regional Water Treatment Plant(SRWTP) 3851 City Gate Drive Naples, FL Wastewater Treatment Plants • North Collier Wastewater Reclamation Facility(NCWRF) 10500 Goodlette Frank Road Naples,FL • South Collier Wastewater Reclamation Facility (SCWRF) 5600 Warren Street(Lely Subdivision) Naples, FL Parks and Recreation Facilities: • North Collier Regional Park Sun-N-Fun Lagoon 15000 Livingston Rd Naples, FL 34109 • Golden Gate Community Park 3300 Santa Barbara Blvd. Naples, FL 34416 Page 1 of 3 Exhibit A—Scope of Services Invitation to Bid (ITB) #21-7921 "Countywide Chemicals" • Donna Fiala Eagle Lakes Community Park 11565 Tamiami Trail E Naples,FL 34113 • Immokalee Sports Complex 505 Escambia St Immokalee, FL 34142 • Big Corkscrew Island Regional Park 810 39th Ave NE Naples, FL 34120 B. SUPPLIER RESPONSIBILITIES: Supplier(s)are expected to comply with the following: 1. All chemical prices are to be inclusive of all costs associated,including the product,handling,transportation and delivery, any containers to be used by the County and provided by the Supplier to house their supplied chemicals on County property, fuel surcharges, etc. 2. Suppliers must comply with all Federal and State regulations associated with the safe and proper handling and delivery of chemicals associated with this Agreement (e.g. DOT, Environmental Protection, OSHA, etc.). 3. Consider the County Divisions/Departments as a "keep fill" or "empty out" customer with a minimum of four(4)hour notice prior to delivery. 4. Signature and retainage of the Chemical Hazardous Material Delivery Checklist for each chemical delivery. The checklist shall be completed in detail and accompany the delivery manifest(s)and be maintained within the specific supplier's file for a period of no less than 5 years. 5. Safety Data Sheets(SDS)on all initial chemical deliveries,and any time thereafter when a chemical change occurs. 6. Provide technical and safety assistance as requested by the County and as described on chemical sheets. 7. Test and performance data on chemicals identified by the County. 8. Semi Annual Business Reviews, along with usage reports, with Department/Division Managers to provide an opportunity to: • Discuss chemical usage reports; reports must include, but not limited to type of chemicals purchased, volume purchased by plant, manufacturer, fill rate,price, etc., • To review current business processes, and consider "best practices" to help reduce future costs and maximize efficiencies in the procurement and delivery of chemicals, • Consider possible pilot program efficiencies particularly around new technology or chemical development. C. PRICE MODIFICATIONS: 1. Price increase requests may be submitted bi-annually (After 180 calendar days from the agreement commencement month/day). Retroactive price adjustments are not authorized. 2. Submit price increase requests in writing by email to the County Contract Administrator no later than 30 days before the semi-annual contract anniversary date for consideration. Page 2 of 3 Exhibit A—Scope of Services CA(3 Invitation to Bid (ITB) #21-7921 "Countywide Chemicals" Semi-Annual Date Price Increase Documentation Required March 1 St February 1 St September 1' August 1st 3. Supplier shall provide supporting documentation justifying price increases (examples: supplier material agreements, distributor invoices, proof of fuel increases, etc.). 4. County Contract Administrator shall analyze prices to determine increases are fair and reasonable using the following methods: price competition(reviewing competitive bids or offers), market prices, historical prices, or independent estimates, and provide an evaluation report and recommendation to the Procurement Services Division. 5. Supplier shall continue to fill all purchase orders received at the current agreement prices during the review process. 6. Approval of price changes will be made by the Procurement Services Division Director or designee. If approved, an updated chemical price list with the modified pricing will be uploaded to the County's Finance system. 7. Price increase requests are not guaranteed. If approved, the Procurement Services Division Director or designee will notify the Supplier in writing with the effective date of any approved price increases. D. NON-LINE-ITEM QUOTING: 1. Any item and/or service not listed on Exhibit B Fee Schedule, and is available for purchase, shall require quoting among all Contractors under the agreement;the lowest quote will be awarded. 2. If there is only one (1) Supplier, the County Contract Administrator may negotiate a fair and reasonable price. Pricing shall be firm for six(6)months from the quote or negotiated date. Page 3 of 3 Exhibit A—Scope of Services Exhibit B Fee Schedule following this page (pages 1 through 1 ) Page 16of17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.1 ITB#21-7921 "COUNTYWIDE CHEMICALS" EXHIBIT B FEE SCHEDULE Primary Secondary Tertiary Line Brenntag Mid-South, Product Description Unit of Measure Item Inc. 1 W-1 Ammonia lbs. 2 W-2 Carbon Dioxide ton 3 W-3 Chlorine lbs. $0.980 Secondary Corrosion Inhibitor(ortho- W-44 polyphosphate)80-20 lbs. 5 W-5 Fluoride(Sodium Fluorsilicate) lbs. 6 W-6 Lime lbs. 7 W-7 Liquid PO4 lbs. 8 W-8 Muriatic Acid lbs. 9 W-9 Scale Inhibitor lbs. 10 W-10 Sludge Polymer lbs. 11 W-11 50%Sodium Hydroxide dry ton $856.000 Secondary 12 W-12 Sulfuric Acid lbs. 13 W-13 Polymer lbs. 14 WW-1 Emulsion Polymer lbs. 15 WW-3 25%Sodium Hydroxide Solution gal $2.290 16 W/WW-1 Calcium Hypochlorite lbs. $1.420 Primary 17 W/WW-2 Sodium H sochlorite _al 18 19 PR-2 Sodium Bicarbonate lbs. $0.370 Primary 20 PR-3 Muriatic Acid :al $0.530 Primary` 21 22 PR-5 Calcium Chloride lbs. $0.590 Secondary 23 PR-6 Cal-H so 100%Chlorine lbs. $1.420 Primary 24 • 25 PR-8 Soda Ash lbs. $0.430 Primary 26 PR-9 Chlorine Tablets lbs. $2.560 Primary 27 Cpo Other Exhibit/Attachment Description: ❑ following this page (pages through ) ❑■ this exhibit is not applicable Page 17 of 17 Fixed Term Service Multi-Contractor Agreement 2022_Ver.I AC® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 12/29/2021 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 have ADDITIONAL INSURED provisions or 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 Marsh USA Inc. NAME: PHONE FAX 1717 Arch Street (A/C,No,Ext): (A/C,No): Philadelphia,PA 19103-2797 E-MAIL ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# CN101263979-ALL-GAW-22-23 INSURER A:Insurance Company Of The State Of PA 19429 INSURED INSURER B:ACE American Insurance Company 22667 BRENNTAG MID-SOUTH,INC. 250 CENTRAL FLORIDA PARKWAY INSURER C:Indemnity Insurance Company of North America 43575 ORLANDO,FL 32824-7601 INSURER D:ACE Fire Underwriters Insurance Company 20702 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: CLE-006121123-26 REVISION NUMBER: 10 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 NSD WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY X GL6634468 01/01/2022 01/01/2023 EACH OCCURRENCE $ 5,000,000 CLAIMS-MADE X OCCUR PRS RENTED PREMISES lEa occurrence) $ 1,000,000 ( X CONTRACTUAL LIABILITY MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 5,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 5,000,000 X POLICY PRO- JECT PRODUCTS-COMP/OP AGG $ 5,000,000 LOC OTHER: $ B AUTOMOBILE LIABILITY ISAH25553962 01/01/2022 01/01/2023 COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ C WORKERS COMPENSATION WLRC68926439(ADS) 01/01/2022 01/01/2023 X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER B ANYPROPRIETOR/PARTNER/EXECUTIVE Y/N WLRC68926476(CA,MA) 01/01/2022 01/01/2023 1,000,000 D OFFICER/MEMBEREXCLUDED? N N/A E.L.EACH ACCIDENT $ (Mandatory in NH) SCFC68926518(WI) 01/01/2022 01/01/2023 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) COLLIER COUNTY BOARD OF COMMISSIONERS IS INCLUDED AS ADDITIONAL INSURED ON GENERAL LIABILITY WHERE REQUIRED BY WRITTEN CONTRACT. THE GENERAL LIABILITY POLICY INCLUDES SUDDEN AND ACCIDENTAL COVERAGE FOR POLLUTION.GENERAL LIABILITY LIMITS INCLUDES THE SUDDEN AND ACCIDENTAL LIABILITY COVERAGE. CERTIFICATE HOLDER CANCELLATION COLLIER COUNTY BOARD OF COMMISSIONERS SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 3327 TAMIAMI TRAIL EAST THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN NAPLE,FL 34112 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I :ZZ.'alr42% 2L.5r4 90tc. ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD